Michael J. Morrison -- Attorney and Counselor at Law
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Our strategic focus is broad enough to meet fast-evolving companies' needs in the areas of:
  • Venture financing
  • Public offerings
  • Private equity and debt financing
  • Start-ups
  • Mergers and acquisitions
  • Management, ESOP and other leveraged buyouts
  • Intellectual property counseling
  • Corporate partnering and licensing
  • Broker-dealer, NASD, securities law and other regulatory compliance
  • Executive compensation

Entrepreneur and start-up representation 

  • advice and counsel on the effective use of corporations, limited liability companies and partnerships; initial organization and governance; 
  • review of business plans to ensure that necessary issues have been thought through
  • provide the necessary access to and credibility with venture capital firms
  • secure proper rights to their technology
  • develop and negotiate agreements for technology development licensing and distribution issues that arise with joint ventures and strategic partnerships

Representation for growth and mature companies

  • early-stage capitalization, raising follow-on debt and equity capital through bonds, intermediate term notes, commercial paper and asset-backed securities 
  • define and structure stock and other equity plans and arrangements for executive compensation and employee benefit programs
  • acquisitions to achieve critical mass, new products, or shareholder liquidity 
  • audits to ensure that selling companies have taken the necessary steps to obtain exclusive rights to its technology
  • dispositions, stock and cash mergers and joint ventures, debt  domestic and international transactions, contractual relationships 
  • bankruptcy and reorganization 
  • skilled at pooling of interest and structuring transactions to obtain most favorable tax treatment 
  • cash tender offers, sales and purchases of assets, corporate restructurings

Public securities representation 

  • represent issuers and underwriters in public offerings of securities, including initial public offerings 
  • representation to U.S. and foreign public companies traded on NASDAQ and the principal U.S. stock exchanges 
  • drafting SEC-compliant disclosures 
  • securities litigation on outstanding options and equity interests, short-swing trading restrictions, disposition of ERISA plan assets, effect of acquisitions on employee benefits
  • Rule 144A transactions to provide expedited access to capital 

Intellectual property representation 

  • register clients' trademarks and service marks both domestically and worldwide 
  • development, licensing and protection of technology,  trademarks, copyrights, know-how, trade secrets and other kinds of intellectual  property
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