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Corporate & Commercial

The interdisciplinary approach of finding legal solutions to business problems uniquely qualifies Kalik Lewin to advise and counsel clients on corporate and commercial matters in the U.S. and abroad. The firm has expertise in structuring international transactions and advising U.S. and international companies on corporate organization and governance, mergers and acquisitions, and venture financing. Kalik Lewin has extensive experience in counseling emerging companies.

International Transactions

The firm advises U.S. and international clients on cross-border capital asset and goods and services transactions, as well as project finance and direct investment, providing expertise in the structuring and financing of international commercial and investment transactions. The professionals of Kalik Lewin have been involved in transactions financed by the Export-Import Bank of the United States (Ex-Im), Overseas Private Investment Corporation (OPIC), International Finance Corporation (IFC), European Bank for Reconstruction and Development (EBRD) and national and regional development banks and government credit agencies from around the world, including transactions involving Russia, Moldova, Mexico, Ukraine and Uzbekistan. The firm structures transactions involving the international sale of goods such as aircraft, foodstuffs, metals, musical instruments, apparel and alcoholic beverages from Asia, South America and Europe.

Mergers & Acquisitions

Kalik Lewin advises clients on corporate development strategies including mergers and acquisitions. The firm regularly represents the founders and selling principals of successful privately-held companies in their acquisition by public companies or institutional investor-backed enterprises. The firm has completed the cross-border management buy-out of the merchandising operations of a major multi-national media company and the acquisition of a Canadian media software company by a U.S. based firm along with multiple corporate asset sales and mergers of successful U.S.-based companies.

Corporate Organization & Governance

Particular expertise in corporate organization and governance allows Kalik Lewin to counsel clients on issues including entity selection, board of directors composition, investment negotiation, preferred stock rights, stock option plans, shareholder and non-competition agreements, and operational financing. Expertise in the organization and structuring of corporations, limited partnerships and limited liability companies, particularly under Delaware corporate law, Kalik Lewin offers sound creative approaches to the negotiation and drafting of governance agreements including LLC operating agreements and partnership agreements. The firm also provides strategic advice to international clients establishing U.S. operations and structuring offshore corporate organizations for both U.S. and international clients.

Venture Financing

The firm advises both emerging companies seeking venture capital and other sources of private equity financing as well as early-stage venture capital funds, merchant banks, investment clubs and mezzanine private equity firms making those types of investments. Kalik Lewin offers a wealth of expertise in the negotiation and structuring of venture capital transactions, including preferred stock structures, dividend and liquidation preferences and unique valuation protection and make-whole mechanisms. The firm represents investors and entrepreneurs in development of VC funds and investment clubs and has extensive experience in the organization and structuring of family limited partnerships, limited liability companies and similar investment vehicles.

Emerging Companies

Kalik Lewin counsels emerging companies on developing the strategic relationships necessary to bring technology products and services into the marketplace. The firm structures, negotiates and manages channel sales, value-added re-seller and joint venture programs for clients in the fields of biotechnology, enhanced RF devices, health care information technology, wireless communications, demography, data transformation and data management, providing strategic advice and counseling to best leverage the client's technology offerings with the sales skills of their marketing alliances and partners.

 
 


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