Transactions

AlvaradoSmith’s Transactional lawyers help clients close deals, resolve problems, and avoid surprises. Whether we’re preparing contracts and other legal documents, negotiating contract terms, advising on changes to state and federal laws, guiding clients through government permitting procedures, or creating and enforcing trademark protection, we make sure that our clients meet their financial, business, and strategic objectives.

Comprehensive Advice

Our diverse client base, which includes companies in the energy, utility, retail, food service, manufacturing, financial services, and real estate industries as well as cities and school districts across California, rely on our attorneys to guide them through essentially every type of business transaction they require as they form, grow, consolidate, and dissolve their companies. We help them save money through streamlined processes and standardized contracts, like the Fortune 100 company for which we reviewed and renegotiated all of the construction contracts and subcontracts for its activities in the Western United States.

And we help them navigate privacy, data protection, cybersecurity, social media, and incident response laws and regulations which increasingly impact corporate transactions of all types: network and cloud computing contracts, outsourcing agreements, collaboration and strategic alliances, intellectual property licensing and valuation in M&A transactions, and more.

Entrepreneurs and Startups

We have particular strengths working with entrepreneurs to establish startups and finance their ideas, including one of the first craft distillers created under California’s Craft Distiller laws, whom we helped secure a site, obtain local, state, and federal licensing, establish trademark, copyright and trade secret protection, and negotiate investor financing documents. Our team includes a former in-house attorney whose responsibilities included information technology transactions who advises tech startups and emerging businesses alike on the constantly evolving and increasingly challenging regulatory minefield of tech regulation and its impact on both day-to-day operations and long-term strategy and success.

Commitment to Client Success

Committed to the success of our clients, we build our representation upon a thorough understanding of the goals and business challenges of the companies and entities we represent. We collaborate to overcome obstacles and close deals. We provide alternatives that allow them to move beyond legal roadblocks or stalled negotiations.

And we rarely take “no” for an answer, even when it means working with legislators in Sacramento to change laws that disadvantage our clients: on behalf of one of California’s largest school districts that had received federal approval to construct a new high school only to see municipal authorities revoke their authorization to build, our lawyers persuaded state lawmakers to adopt a law that would protect all school districts in the state from the whims of elected city leaders.

AlvaradoSmith’s transactional lawyers bring a keen understanding of the business and legal challenges facing their clients – informed by time spent in-house and by their experience serving as general counsel to numerous business organizations, non-profits, and school districts – to every representation they undertake.

Our transactional work includes:

• Representation of the US subsidiary of an international manufacturer in the $44.5 Million sale and short-term leaseback of the company’s U.S. headquarters in Irvine, California. In addition to the normal issues involved in a major office-building disposition, we helped the client resolve hazardous materials use issues created by an on-site motorcycle paint-shop, premises-liability issues during the lease-back period created by an on-site motorcycle test track, and the logistical complications of the leaseback component itself (essentially two transactions in one) and working with two sets of decision-makers on opposite sides of the globe.
• Negotiating hosting, co-location and data center agreements for a large national financial institution as part of its risk mitigation and data redundancy requirements. Due to the highly confidential nature of the information held by our client, the agreements required extensive negotiations to ensure the protection of customer privacy and provide comprehensive remedies in the event of a breach.
• Advising a Fortune 100 aerospace company in a long term ground lease of 10 acres of land as the anchor tenant of an unmanned aerial systems business and aviation park, situated adjacent to an active U.S. Air Force base in the upper mid-west where the company built a facility for research and development, pilot and operator training, and aircraft maintenance for its autonomous systems.
• Representation of a Fortune 100 video-streaming company in its long-term lease of multiple sound stages, production offices, and related support spaces at a historic studio lot in Hollywood, California where the company could reliably provide content creators with quality production space and support offices in a campus-style environment.
• Assisting the subsidiary of a Fortune 10 company in the $1.8B sale of 250 retail service stations, oil and gas pipelines, and a refinery, involving a multitude of real estate title issues, federal and state regulatory filings, and negotiations with existing onsite service station retailers.
• Representing the subsidiary of a Mexican parent company in connection with a joint international transaction whereby the Mexican parent company divested itself of the largest retail supermarket chain in Mexico along with the simultaneous divestiture of its U.S. operations. The transaction involved multiple regulatory consents, license transfers, real estate/lease issues, labor relation negotiations, and compliance with federal and state WARN acts.