Adams and Reese LLP

Adams and Reese provides transactional and corporate advisory services in a wide variety of practice areas tailored to your specific business goals. Our transactional attorneys advise clients on all types of commercial and financial transactions and negotiations; draft all necessary documentation and provide strategies to accomplish your objectives. Our commercial and corporate finance engagements include: public and private offerings of securities; venture capital funding and representation of public companies before the Securities and Exchange Commission.

Our Attorneys

Our attorneys are strategically located throughout the southern United States and Washington, DC and are available to assist with your corporate legal needs. We work closely with project teams to meet the specific needs of our clients.

Core Practice and Clients

Adams and Reese handles corporate matters for our clients within various industries, assisting these companies in stockholder relations, business acquisitions, sales and mergers, financing transactions and the restructuring of businesses. Additionally, we negotiate and prepare documentation for most business transactions, including:

• Acquisitions and Dispositions of business entities, assets, and divisions
• Bankruptcies
• Business purchases
• Commercial and construction loans and construction projects
• Corporate restructurings and recapitalizations
• Joint ventures
• Leveraged buyouts
• Negotiation of complex credit facilities and commercial and technology agreements
• Public and private offerings of taxable and tax-exempt bonds and other debt instruments
• Sales and mergers, leases, sales arrangements, spin-offs

Our practice areas also include:

Private Securities Offerings: counseling clients on the availability of exemptions from the state and federal registration processes and providing advice ranging across the spectrum of available federal exemptions, private placements and transactions qualifying for exemptions, sale of commercial paper, participation in exchange offers, private corporate spin-offs and venture capital banking transactions.

Public Securities Offerings, SEC Compliance and Reporting: representing publicly-held companies regarding ongoing compliance with securities issues, including Sarbanes-Oxley compliance, preparation of annual reports and financial statement disclosure obligations, compliance with insider trading rules, issuances of equity, debt and derivative securities, proxy statements, sales of restricted securities under Rule 144, issuer stock repurchase programs, reporting requirements under the Securities Exchange Act and compliance with the listing requirements of stock exchanges and other self-regulatory organizations.

Transactions: drafting of contracts, financing, site selection, licensure and permitting, regulatory procedures and other operational matters.

Real Estate: We represent clients in real estate and business transactions involving shopping centers, development, office buildings, warehouses, hotels/motels, marinas, apartment complex and mobile home parks, homeowners’ association representation, condominium formation, residential and commercial development projects, title insurance; commercial and residential leasing, loan closings and residential closings.

We counsel on business matters and handle transactions matters in a wide range of practice areas and industries including:

• Banking and Finance
• Bankruptcy
• Business
• Commercial Restructuring
• Corporate
• Economic Development
• Estate Planning
• Forestry
• Public Finance
• Real Estate
• Tax
• Wills and Trusts

Representative matters:

• Worked with an investment bank to put together a $430 million deal to fund the building of three new tankers.
• Completed two private debt-financing deals with a venture capital firm, including a total debt restructure with 125 creditors and about $50 million in debt.
• Worked on the sale of a private marine company to an investment group for $465 million, including estate planning for the owners.
• Representation of a U.S. subsidiary of a Japanese trading company in establishing its global line of credit beginning at $950 million, plus supporting their acquisition of various oil and gas assets in the Gulf, including transmission facilities and platforms.

The Transactions attorneys at Adams and Reese gain a great sense of accomplishment from closing deals. Showing clients the lay of the land and the business risks, but not getting in the way of the deal, they work to be as efficient as possible while managing every detail of your transaction.