Owner-Managed and Closely Held Businesses

Closely held and owner-operated businesses in the middle market often face a common dilemma: They are large enough to need sophisticated counsel, yet the range and nature of legal and business issues makes a full in-house legal team impractical. We have the experience and know-how to provide effective and efficient counsel to these companies.

Ballard Spahr’s Owner-Managed and Closely Held Businesses Team is designed to serve clients in this unique market position, as outside general counsel or in conjunction with in-house legal staff. We are experienced in partnering with clients across industries to address business challenges with insight and perspective that complements organizations’ executive, management, and legal teams.

We view our services as an investment in building and maintaining value for our clients. We start by listening. Our attorneys coordinate with business owners and their executive teams and get a full understanding of their goals for the company and their respective ownership interests, so we can provide proactive and strategic guidance. We make legal services management easy and efficient by integrating document processing and unifying procedures. We help growing companies meet expanding legal needs efficiently and support homegrown enterprises in acquisitions as new business ventures, as well as positioning for acquisition, public offering, or business succession.

Our integrated approach centers on providing our clients with a multidisciplinary team. Each team includes the right blend of lawyers to handle intellectual property, real estate, labor and employment, litigation, risk management, transactions, and ownership succession. We continuously monitor developments and keep business owners up-to-date through regularly scheduled meetings and integrated updates using our digital platforms. Ongoing assessment and refinement are key to our approach.

Financing and Capitalization

Making sure your company is properly capitalized is one of the most difficult and enduring business issues facing companies. Proper capitalization involves many potential facets, including traditional bank financing, private equity-backed investments, sub-debt loans from the ownership group, family office investments, and many more. Experienced Ballard Spahr attorneys help your company navigate the different types of financing available and coordinate them to form a comprehensive plan for future growth.

Workforce Matters

Our team includes attorneys skilled in developing and managing health and welfare benefit plans, executive compensation packages, retirement plans, and employee stock ownership plans (ESOPs). We counsel business leaders in complying with state and federal laws governing discrimination and harassment, immigration, health and safety, sales and marketing practices, and fair competition.

Information Management

Our attorneys have helped clients across the country develop, implement, and maintain programs that protect and maximize valuable information assets. Each team includes lawyers who focus on privacy and data security, intellectual property including patents and trademarks, licensing, and establishing joint ventures and strategic alliances.

Relationship Capital

In business, relationships are everything. We help business owners and their management teams navigate and maximize vendor relationships, distribution systems, supply chains, third-party arrangements, leases, and partnerships.

Corporate Governance and Administration

Ballard Spahr is known for its work with emerging companies, as well as established companies, in the middle market. We advise on matters involving insurance and risk management, corporate governance, shareholder issues, operational considerations, capital-raising activities, and mergers and acquisitions. We also serve as in-house counsel for many of our private equity clients’ portfolio companies, as well as family-office investment companies. Our ability to navigate the complex corporate governance intricacies is unmatched.

Transition Planning

Business transition planning is a key focus of our practice, whether the objective is an intergenerational transfer, preparing for sale to a third party or family member, or planning a public offering. We advise clients on financing and exit transactions, from assessment and due diligence through closing and post-closing matters. Our estate planning lawyers help business owners with legacy considerations, wealth management issues, and division of assets. We also provide training to family members on business considerations and compliance obligations across functional areas.

Investing in Our Clients

We invest in our clients. We provide legal services that help owners develop and protect their company’s assets – including processes, people, relationships, information, technology, and brand.

Experience

Represented a custom manufacturing company in the journey that led to a stock sale with a strategic buyer that enables the current owners to continue to operate the company, and participate in its success, after the sale. The journey has included developing and implementing programs by which key employees were provided the opportunity to become owners of the company; representing the company in acquisitions of other entities and product lines of other entities; advising on human resources, confidentiality of customer information, risk management, and other operational issues; negotiating and drafting agreements establishing key relationships; and advising executive management to build the value that led to a successful exit event for the owners of the company. We continue to represent the company after the sale.
Represented a family-owned glass fabricator and installation firm in the design, modification and implementation of a long-term plan for successfully transferring ownership and operation of the company to the next generation of the family. Our representation included working with the first generation owners on their estate planning needs and addressing a situation where not all children are involved in the business. It has also included on-going representation of the company in avoiding and, if necessary, solving business issues that arise as a consequence of growth.
Represented a multi-generational family manufacturing business, a client of more than 25 years, in a $50 million stock sale to a strategic buyer and continue to represent the client as a wholly-owned subsidiary.