View All PracticesBusiness & Corporate Law
Areas of Concentration
- Business organization and formation
- Business succession planning
- Commercial Contracts of all kinds
- Corporate governance and Sarbanes-Oxley compliance
- Corporate finance
- Energy & telecommunications
- Intellectual property licensing
- Mergers & acquisitions
- Non-profit organization, operations, financing and governance
- Public finance
- Real estate
- Securities law and regulatory compliance
- Stockholder relations and corporate divorces
- Tax planning, tax audits and appeals
- Trusts & estates
- Venture capital
Our Business and Corporate Law Group offers a broad range of sophisticated business counseling and transactional services to a diverse clientele, including foreign-based multinationals, US-based public companies, emerging companies, family-owned businesses, entrepreneurs, wealthy individuals, government and economic development agencies, financial institutions, utilities, colleges and universities and other non-profit organizations. We are passionately committed to working in partnership with our clients to achieve their goals.
Whether your business is a start-up or established family business, a publicly traded corporation, a partnership or not-for-profit organization, our seasoned and responsive AP&S Business and Corporate Law Group team works to know your business and provide quick, effective turnaround and conscientious follow-through—across a full spectrum of business matters—at highly competitive rates.
Since 1962 we’ve prided ourselves on providing practical advice to companies large and small, both domestic and international, that has helped them grow and prosper. We focus first on understanding your operations, products, personnel and market to create innovative, no-nonsense business solutions that save you time and money.
AP&S clients—in manufacturing, distribution, construction, health care, real estate, financial services, retail sales, energy, utilities, public relations, advertising, technology, professional services, and more—praise our attorneys for their responsiveness, legal knowledge and pragmatic problem solving. The members of our Business and Corporate Law Group are recognized in Chambers USA – America’s Leading Lawyers for Business and Best Lawyers of America.
Representative Matters
- Represented a Massachusetts-based manufacturer in connection with a US$110 million reorganization designed to solve a dispute among its three shareholder groups. The company’s non-manufacturing assets were spun off into two new corporations, with the company retaining its core manufacturing business. A new financial partner made a US$30 million equity investment in the manufacturing company and arranged for a US$75 million line of credit. The proceeds were used to cash out two of the three original shareholder groups, leaving the third in control of the manufacturing company.
- Acted as US counsel to a UK-based, London Stock Exchange-listed multinational with annual sales of US$3+ billion, in connection with the reorganization of its US holding company structures, designed to achieve cross-border tax efficiencies.
- Represented the world’s largest supplier of precious metals milled products to the jewelry manufacturing industry in connection with obtaining an exclusive, worldwide license to manufacture and distribute a patented silver germanium alloy invented at Middlesex University of the UK.
- Represented a Rhode Island entrepreneur in connection with the formation and angel and venture capital financing for one of Rhode Island’s leading emerging technology companies.
- In connection with the US$400 million sale of a Rhode Island-based software development firm to a French-based, publicly traded multinational, we acted as counsel to the target company’s management team in negotiating their employment arrangements and equity stakes in the acquiror.
- For a large East Coast real estate developer seeking to purchase two shopping centers, we quickly negotiated and drafted purchase and sale agreements as well as financing and leasing documentation for the $8.5 million properties, achieving the successful closing on a tight schedule.
- For a German printing press manufacturer, we successfully negotiated and drafted documentation for a €16 million sale of equipment to an American purchaser.
- We represented a holding company client in the sale of 49 percent of its stock to its ESOP and a loan transaction to fund it, allowing stockholders to withdraw substantial equity without losing management control.
- We represented a regional bank in providing a letter of credit to a Massachusetts manufacturer to enhance the credit for approximately $7.5 million in revenue bonds issued for its benefit by the Massachusetts Development Finance Agency.
- For the Rhode Island Economic Development Corporation (RIEDC), AP&S provided a full range services in the development of Rhode Island’s largest industrial park, located on a former Navy base. In addition, we’ve worked with RIEDC on developing Rhode Island’s largest shopping mall, construction of campus-like office facilities for the financial services industry, development at the site of a former state mental-health institution, the rehabilitation of an historic structure in the Capital District and other highly significant Rhode Island projects.
- We represented the developers of a high-end, private golf club in the South County area of Rhode Island. AP&S attorneys determined the organization structure; helped assemble the land from numerous parties and arranged financing of those purchases; obtained local, state and federal permitting to address a multitude of concerns including wetlands, historic and environmental concerns; drafted and negotiated contracts with the numerous professionals and consultants necessary to develop such a facility; and developed the membership plan structure, the documents to effect that structure and the Blue Sky registration related to it.
- We’ve represented a number of movie production companies in the sale of assignable state tax-credits allowable under Rhode Island, Massachusetts and Connecticut laws for motion pictures produced in those states, and advised those companies on applicable rules relating to those credits.
- For a university, we analyzed and developed a litigation strategy to be followed if its municipality attempted to partially subject its property to property tax—which could result in a $1 million annual liability.
News & Media
Publications
- "Ethical Considerations in Representing the Business Entity"
- Managers and the Legal Environment
- Sarbanes-Oxley Act - A Survey of the Act's Key Provisions and a Status Report on Ongoing Rulemaking Thereunder as of June 5, 2003.
Events
