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Corporate Transactions & Business Counseling

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Simmons Perrine Moyer Bergman PLC: Cedar Rapids

115 3rd Street SE, Suite 1200
Cedar Rapids, IA 52401-1266

 

Simmons Perrine Moyer Bergman PLC counsels businesses in all facets of their commercial transactions, legal organization, and regulation. Our corporate attorneys have served as in-house counsel to financial institutions, manufacturing companies, and services companies. Our business lawyers understand that effective legal counsel requires an understanding of the business needs of the client.


Our attorneys are here to offer their expertise when called upon by in-house counsel or to act as “general counsel” for businesses that do not employ in-house counsel.

Our services include:


Business Formation and Organization

  • Advising public, private, or family owned businesses in the formation and structuring of their organization.
  • Organizing new companies such as corporations, limited liability companies, and partnerships.
  • Forming and advising non-profit organizations.
  • Forming and advising cooperatives.
  • Assisting with the ongoing maintenance of an organization such as filing reports, drafting minutes of annual meetings and special meetings, preparing notices, and proxies, and amending and restating organizational documents.
  • Advising regarding changes in the law and the impact of those changes on the organization.

 

Mergers and Acquisitions

  • Representing clients in all stages of mergers and acquisitions.
  • Structuring leveraged buy-outs.
  • Structuring reverse mergers.
  • Negotiating and drafting stock purchases agreements.
  • Negotiating and drafting asset purchases agreements.
  • Structuring transactions to optimize tax consequences.
  • Structuring transactions for family and closely held businesses to optimize estate planning objectives.

 

Commercial Transactions & Business Contracts

Advising and drafting of commercial contracts such as non-disclosure agreements, licenses, leases, intellectual property licenses, independent contractor agreements, distributions agreements, supply agreements, purchase contracts, and credit agreements.

 

Fiduciary Duties

  • Advising regarding corporate and business law and the effect of changes in the law on all stakeholders in the organization.
  • Advising regarding corporate governance issues, including fiduciary duties of directors, partners, and members.

 

Stock and Equity Holders

  • Advising regarding shareholder agreements.
  • Advising regarding shareholder disputes.
  • Assisting with stock issuance and transfer.
  • Assisting with redemption agreements.

 

Corporate Finance and Securities Law

  • Assisting with private placement offerings.
  • Assisting with mezzanine financing.
  • Assisting with venture capital.
  • Counseling regarding angel investors.

 

Banking Transactions (Finance & Financial Institutions)

  • Assisting with secured and unsecured borrowings.
  • Assisting with structured finance transactions in the renewable energy, agricultural, and industrial sectors of the economy.
  • Assisting with public finance transactions, including tax-exempt bond issuances.

 

Tax (Taxation Law)

  • Tax planning considerations in selecting the form of entity.
  • Tax advice for joint ventures and partnerships.
  • Tax planning to design incentive compensation and benefit plans.
  • Tax advice and entity formation to restructure business operations in anticipation of a merger or acquisition.
  • Tax advice regarding the tax effects of transactions and sales.

 

Debtor-Creditor

  • Assisting with secured transactions.
  • Assisting with debt restructuring.
  • Assisting with bankruptcy matters.
  • Structuring asset protection planning.

 

Franchise Law

  • Forming and advising franchises.
  • Assisting with franchise agreements.
  • Prosecuting and counseling regarding trademarks and other intellectual property.

 

Renewable Energy (Renewable Energy Law)

  • Advising regarding renewable energy development, including wind energy agreements totaling over 2,500 MW of wind power.
  • Assisting with and advising regarding wind easements and leases.
  • Assisting with project financing for ethanol plants and other facilities.
  • Assisting with due diligence in the development of wind farms and ethanol plants.

 

   
   

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Simmons Perrine Moyer Bergman Logo

   

115 3rd Street SE, Suite 1200 - Cedar Rapids, Iowa 52401-1266

City Center Square - 1100 5th Street - Coralville, Iowa 52241

© Copyright 2010, Simmons Perrine Moyer Bergman PLC, Cedar Rapids, Iowa