OUR AREAS OF PRACTICE

HCL Offices

We build companies!
Our clients have our total focus. That means a holistic commitment to serve legal needs, help raise capital, build teams, find talent, advisors and board members, and connect to customers.

We innovate!
Our clients solve problems that change the world! We want our clients to expect the same approach from us.  We don’t stop where other firms uncover problems, we find solutions!

We are connected!
We work hard to know the space our clients operate in. That means having relationships with the thought leaders, pioneers, innovators and financial sources that are valuable to our clients.

We are skilled and efficient!
World-class innovators act quickly and spend capital wisely. We don’t maintain hard-bound books in our law library. We don’t take paid sabbaticals. And we don’t hire lawyers because they clerked with federal judges. We are entrepreneur-focused! That means rapid delivery of legal services for fees that are much lower than our large firm competitors.

 


Corporate Structuring & Business Transactions

This is the broadest area of our practice. We counsel public, private, start-up and seasoned companies in a diverse range of fields, ranging from software, digital media, creative arts, mobile, internet-of-things, electronic commerce, health care, medical device, therapeutics and diagnostics to traditional manufacturing and retail.

Our corporate practice includes:
  • Getting the right structure.  We help you choose the correct entity, jurisdiction, and capital structure to get you where you plan to go.
  • Documenting relationships.  We help you transfer in IP and document relationships among shareholders, employees, and investors.  We do employment agreements, stock plans, and shareholder agreements.   We create the docs you need so you can focus on growth.
  • Deals.  We have done virtually every kind of transaction any company would encounter.  We do joint ventures and operating agreements, partnerships, distribution agreements, licensing, technology development agreements (software, device, and hardware), and all types of financing transactions and domestic and international transactions.
  • Strategic Advice.  We advise on business and regulatory strategy and counsel officers and directors on fiduciary responsibilities and obligations in corporate governance issues.

Intellectual Property

In today’s economy, companies succeed by commercializing their innovations and obtaining proper intellectual property protection. We counsel clients on creating, developing, protecting and commercializing their inventions and all assets in a manner that generates revenue. We negotiate and structure technology transfers through acquisitions, licensing, alliances, joint ventures and other forms of collaboration. We identify, register, maintain and enforce trademarks, service marks and copyrights. We counsel writers and artists on protecting their works and negotiating publishing and rights agreements. We advise on matters related to the Internet including e-commerce, domain name disputes and free speech rights.


Mergers & Acquisitions

Our experience with sophisticated corporate clients and entrepreneurs over the years has allowed us to develop the skills and depth necessary to represent all business clients efficiently in today’s competitive market. Our attorneys regularly counsel clients on a wide variety of acquisitions, restructurings, sales, and dissolutions:

  • Negotiating and preparing agreements for mergers and acquisitions, including business combinations and divestitures asset and stock purchase transactions, consolidations, reorganizations, liquidations, divisions and similar restructurings;
  • Structuring financing of both taxable and nontaxable reorganizations, spin-offs and acquisition transactions;
  • Structuring strategic alliances and cutting-edge joint ventures, establishing licensing and technology transfer arrangements, negotiating venture financing transactions and developing other creative financing techniques;
  • Preparing dealership, distributorship, licensing, technology transfer, franchise and similar agreements; and
  • Representing health-care clients in connection with transactions specific to the health care industry, including Medicare and Medicaid, fraud and abuse, STARK, anti-trust and insurance issues in business combinations and transaction relationships.

Securities & Finance

Our attorneys counsel clients in the areas of finance, including corporate restructuring and public and private offerings of debt or equity. By understanding our clients’ business objectives, we are able to advise on appropriate financing solutions and we leverage our connections to help with execution. We have counseled large and small companies, venture capitalists, private equity groups and angel investors in structuring and implementing financing strategies. Our corporate finance practice includes:

  • Representing issuers in private placements and public offerings of equity and debt securities, including, venture capital and private placements of securities under Regulation D to accredited, institutional or other investors;
  • Negotiating, on behalf of lenders and borrowers, secured and unsecured bank and other institutional loan agreements, mortgages and similar financing instruments;
  • Assisting public and private companies with federal and state securities law compliance obligations and practices in connection with fund raising transactions;
  • Representing high net-worth, venture capital and private equity fund investors in connection with investments; and
  • Creation of private equity funds, mortgage funds and merchant banking funds.

Real Estate

Our attorneys counsel clients in all aspects and phases of real estate, including acquisitions, sales, development, leasing and financing commercial transactions. We have experience representing all types of clients in connection with their real estate concerns, including lenders, borrowers and land developers. Additionally, we have experience assisting our clients with interim, permanent and construction loans, workouts, restructures, and other structured financings. With our background in securities laws, we also assist clients in raising real estate capital through equity syndications, private offerings and convertible debt. Our real estate practice includes:

  • Negotiating, structuring and drafting real estate purchase and sale agreements and commercial loan agreements;
  • Negotiating, structuring and drafting commercial lease transactions, including negotiating and drafting office, retail and industrial leases, and the enforcement of landlord and tenant remedies under such leases;
  • Negotiating, on behalf of lenders and borrowers, secured and unsecured bank and other institutional loan agreements, mortgages and similar financing instruments;
  • Advising clients on the acquisition of real estate, including issues relating to real estate development; and
  • Advising clients on raising real estate capital through equity syndications, private offerings and convertible debt.

Employment Law

When running their businesses, our clients rely on us for prompt advice in general employment matters. Our attorneys counsel clients on hiring practices, protecting employers’ rights to inventions, adopting employment manuals and procedures, addressing independent contractor issues, complying with wage laws and providing and negotiating termination and severance agreements. We develop and document executive compensation arrangements and employee benefit programs that allow our clients to recruit and retain talented employees.