Mergers and Acquisitions

Representative matters for Elizabeth Bleakley:

  • Provide legal counsel and negotiations to founder shareholder in appx. $6 million sale of a start up e-commerce company. Negotiate and provide revisions to a restrictive covenants agreement, stock rollover agreement, and equity incentive agreement.
  • Advise client founder on and prepare transaction documents related to sale of client’s professional services company to international acquirer for $2.7 million in cash and equity in the acquirer. Prepare related executive employment agreement with incentive provisions.
  • Negotiate asset purchase of chain of three stores in personal care industry with international seller. Perform related due diligence. Conduct deal closing.
  • Prepare asset purchase agreement and advise client on $750,000 purchase of book of business and intellectual property of investment advisor seller. Prepare related independent consultant agreement and escrow agreement.
  • Prepare transaction documents and advise client on sale of broker, insurance, and annuities books of business.
  • Consult on distress sale of client company. Analyze and provide guidance on terms and conditions of asset purchase agreement and related documents. Prepare for closing.
  • Prepare and consult on asset purchase of investment advisory book of business and related consulting services.
  • Represent purchasing partner in the buy-out of his business partner’s interests in a service industry company, negotiate deal terms, and prepare and close $900,000 stock purchase.
  • Negotiate, advise, and close on the sale of assets for an international shipping company in business for approximately 40 years.
  • Negotiate and close $3.5 million sale of financial services entity.
  • Advise client on and prepare for closing of $600,000 corporate asset sale.
  • Review, advise client on, and prepare term sheet and membership interest purchase agreement related to the sale of client’s registered broker-dealer firm. Consult on preparation and submission of FINRA Form 1017 application for approval of change in ownership.
  • Confer with board of directors and outside counsel on potential sale of business or ESOP.
  • Provide legal services related to the appx. $470,000 stock sale of a regulated business, as well as related consulting agreement and lease arrangement.
  • Analyze financial services client’s asset purchase from another financial services company, including the acquisition of a subsidiary broker dealer. Consider and advise client on potential related regulatory liability.
  • Negotiate and close an asset purchase of a professional services entity for approximately $400,000.
  • Consultation and advice on financial services client’s $580,000 (with earn-out) acquisition of broker-dealer seller and its technology platform, including risks and next steps. Negotiate and prepare asset purchase agreement and restrictive covenants. Review and advise on FINRA continuing membership application (Rule 1017). Review, discuss, and propose revisions to services and licensing agreements and escrow related to the asset purchase.
  • Analyze, provide guidance on, and close $1.050 million (including full contingent earn-out) acquisition of member interests (equity) in a holding company.
  • Resolve and advise client on corporate and regulatory issues regarding previously filed merger.