JB is a Shareholder, a member of the firm’s Business Law and Mergers and Acquisitions Practice Groups, and is a United States Air Force Veteran. JB works with and advises clients on a wide range of business law matters, including form of entity selection and initial capitalization, raising funs through private equity offerings, securities compliance and broker/dealer matters, mergers and acquisitions, contract preparation and negotiation, and software, technology, and IP matters.
JB Assists Clients With
· Mergers, acquisitions, and recapitalizations of businesses
· Private equity and venture capital financing
· Private offerings of debt and equity securities
· Employee equity compensation plans
· Securities laws issues
· Complex contractual matters and disputes
· Software, technology, and data privacy/security matters
· Intellectual property, proprietary rights, and confidentiality agreements
· Shareholder, partner, and member agreements and disputes
· Corporate governance matters
· General business matters
Experience/Representative Client Work
JB’s start up clients have raised over $30,000,000 through private offerings.
· Represents companies and founders raising debt and equity capital through private offerings and advises on Regulation D and other private securities offering exemptions at the state and federal levels
· Regularly assists clients with choosing the right form of entity for their new venture
· Advises clients on 1202 and qualified new business venture stock requirements and planning
· Tailors his client’s governing documents to their equity and capitalization plan
· Advises clients on equity and synthetic equity incentive compensation plans and the various tax and securities rules and regulations surrounding such plans
· Represents investors evaluating an investment in a private company or fund offering
JB represents Buyers and Sellers in Mergers and Acquisitions across the country.
· Represents clients buying and selling businesses in all market sectors from software and technology to manufacturing and retail
· Experienced in M&A deals of all sizes, ranging from small sole proprietorships to complex multi-national transactions involving both private and publicly held companies
· Represents both minority and majority owners in sale proceedings and exits, including partial sales
· Experienced in complex multi-state mergers and tax-based reorganizations in addition to equity and asset deals
JB regularly advises clients on complex contracts including software, technology, and custom manufacturing agreements.
· Represents software and technology clients with all forms of license agreements, development agreements, master services agreements, work-for hire agreements, and intellectual property protection agreements
· Negotiates and advises on complex custom manufacturing agreements with large public and private companies
· Experienced with joint ventures both as contractual arrangements and as new business formations
JB offers advice on a multitude of general business matters.
· Assists clients with entity formation and ongoing corporate governance matters
· Experienced with creating multiple classes of equity in both corporations and LLCs
· Drafts and negotiates buy-sell, voting, and other equity holder agreements such as shareholder agreements, partnership agreements, and operating agreements
· Assists clients with resolving shareholder, partner, and member disputes