Corporate & Business Law

Arizona Corporate Lawyers

Jennings Strouss has a reputation for excellence in serving the business and corporate needs of private and public sector clients doing business in an increasingly technical and competitive environment.

Our corporate attorneys regularly counsel our business clients on strategic legal issues, from business and entity planning and formation and corporate governance issues, through growth and financing transactions, and often through disposition of the business and, if necessary, crisis management. We assist businesses in virtually any kind of transaction their company may encounter, including real estate matters, mergers and acquisitions, tax strategy, strategic alliances, financial transactions, regulatory compliance, intellectual property, public and private securities offerings, and technology transactions.

Our corporate and transactional lawyers, many of whom have in-depth and industry knowledge and experience, are known nationally for their expertise in the fields of:

Our broad range of our corporate and legal experience extends to traditional corporate legal matters of the utmost importance to our business clients.

Antitrust

Jennings Strouss provides advice and litigation services with regard to antitrust matters. We have served clients in a variety of industries on such issues as: claims involving price fixing and exclusive distribution arrangements; issues involving access to suppliers and denial of access to resources or to hospital staff privileges; antitrust assertions against professions and regulated industries; claims of monopolization and refusals to deal; and, antitrust issues arising from mergers and acquisitions, Hart-Scott-Rodino premerger notification requirements, price discrimination restrictions, intellectual property licensing, and joint venture activities.

Business Formation, Planning and Growth

Our attorneys regularly assist clients in navigating the myriad issues involved in forming and growing their business entity. We counsel on the type of business entity to choose, as well as other structural issues. We can assist in protecting valuable intellectual property and business assets. Jennings Strouss attorneys help draft and negotiate contractual arrangements among business owners as well as with their customers, suppliers and others. Our experience can help guide companies throughout all phases of their business cycle, from simple businesses to complex corporate transactions.

Bankruptcy and Reorganization

Our bankruptcy lawyers in Arizona and other locations assist clients in navigating the complex bankruptcy and insolvency laws, whether on behalf of companies experiencing financial difficulty or creditors seeking to protect or enhance their rights. In conjunction with our business transaction attorneys, we can assist buyers and sellers in the sale of companies and assets subject to the bankruptcy laws and in restructuring the debt of companies. We represent lenders to insolvent companies in debtor-in-possession loan facilities and other complex negotiations relating to the troubled company. We also assist companies in the complex preparations preceding a bankruptcy or reorganization filing.

Crisis Management

Virtually every business will confront a crisis at some point in its business cycle. Our attorneys can help guide businesses through a wide variety of crisis situations and can help companies prepare for and avoid or mitigate the effects of a crisis. Clients have benefited from the diverse experience of our crisis management attorneys, which includes advising companies in crises such as financial distress, regulatory investigations and sanctions, loss of senior management and key employees, takeover attempts, accounting restatements and bankruptcy. Our lawyers have counseled clients in the restructuring of their debt and in reorganizing their business affairs and policies following a crisis to help avoid future difficulties.

Executive and Employee Compensation

The lawyers in our Executive and Employee Compensation Practice Section provide the Firm’s clients with practical and timely advice in the dynamic and highly-regulated field of employee compensation and benefits relating to executives, directors, managers and employees. We regularly assist clients in the creation and administration of a wide variety of compensation and benefit programs at all levels of an organization, such as employment and severance agreements, stock and option programs, bonus and other benefit plans. We also counsel clients in employee-related issues involved in significant company transactions, such as mergers and acquisitions. We address issues arising under the Employee Retirement Income Security Act of 1974 (ERISA), the Internal Revenue Code, the Consolidated Omnibus Budget Reconciliation Act of 1985 (COBRA), the Family and Medical Leave Act (FMLA) and other laws affecting employee benefits. Our clients include employers of all sizes in a variety of industries, as well as plan fiduciaries. We have experience in a wide range of benefits and compensation matters, including qualified retirement plans, health and welfare plans, fiduciary counseling, ERISA litigation and government proceedings.

Estate Planning & Probate

Our estate planning and probate attorneys assist business clients in coordinating estate planning considerations in business transactions, including succession planning. We can also handle all aspects of estate planning and probate, including the drafting of various types of wills and trusts ranging from simple documents to those involving complex and sophisticated estate planning. We regularly act as counsel to trustees and administrators of large estates, assisting fiduciaries with fulfilling their duties, including representation of personal representatives in administering estates. We also assist trustees in the fulfillment of their duties. The Firm represents clients in will contests and other testamentary disputes, and represents heirs and devisees in overseeing the administration of estates in which they have an interest.

Finance & Securities

The Firm assists businesses, governmental entities, non-profit organizations and individuals in the area of finance and capital formation, including mortgage loans, mezzanine finance, venture capital investing, capital equipment leases, and receivable and inventory financing. Non-governmental clients include domestic and foreign banks, insurance companies, real estate developers, and U.S. and international commercial businesses.

In the securities area, our lawyers regularly handle a wide variety of private and public offerings. We have helped private companies "go public" and public companies "go private," and are regularly called upon to assist public companies and their affiliates in meeting the reporting requirements of the federal securities laws. We have successfully represented companies both in pursuing and resisting takeover attempts. The firm's litigation lawyers also have substantial experience in securities litigation involving large companies and their directors.

Health Care

Our corporate and transactional lawyers represent clients in matters affecting the commercial viability of the health care industry, including corporate organization and governance, mergers and acquisitions, joint ventures and partnerships, contract preparation, real property matters, intellectual property strategies, licensing, tax exempt organizational and exempt financing issues, regulatory matters, HIPAA counseling, environmental compliance, labor and employment counseling and others.

We also provide litigation services in the areas of medical malpractice defense, medical products liability defense, and health care contract and managed care litigation. Clients include a wide variety of health care companies and industry organizations, including hospitals, providers, physicians and physician groups, medical research organizations, medical device manufacturers, health maintenance organizations, hospices, nursing homes and assisted living facilities, as well as life science companies, software developers, and professional consultants specializing in the health care field.

Intellectual Property

Jennings Strouss represents clients in a full range of intellectual property matters, including patent, trademark, copyright and trade secret law and litigation. Our I.P. attorneys prepare and prosecute U.S. patent applications and their international counterparts across a broad range of technologies. We evaluate potential trademarks, advise on registrability and protectability, and file and prosecute domestic and foreign trademark applications, as well as state trademark and tradename registrations.

Our attorneys also assist in the filing of copyright registrations across the entire spectrum of copyrightable works. In addition, the firm has substantial expertise in the areas of technology acquisition, the development and financing of technology companies, intellectual property licensing, and entertainment law. Intellectual property lawyers in the firm have also represented clients in patent, trademark, copyright and trade secret enforcement and infringement matters, including litigation in state and federal courts, and proceedings before the Trademark Trial and Appeal Board.

Labor & Employment

Our labor and employment attorneys advocate preventive law, devoting a significant amount of their practice to counseling employers on how to achieve their management-employee relations goals and at the same time reduce legal risk. We provide advice on issues such as minimizing exposure to discrimination and wrongful discharge claims, development of policies on drug testing and searches and seizures, development or review of employee handbooks, and compliance with legislation such as FMLA and ADA. When disputes arise, we have extensive experience in defending employers in all types of claims, both before administrative agencies, in state and federal court litigation and in resolving disputes through negotiation, mediation and arbitration. Our lawyers are also highly experienced in helping clients deal with labor unions, including advice on organization campaigns, negotiating collective bargaining agreements, and handling disputes and grievances through arbitration. We also counsel clients regarding the avoidance of wage and hour problems stemming from minimum wage and overtime issues under the Fair Labor Standards Act.

Mergers and Acquisitions

Our corporate lawyers assist clients in mergers, acquisitions and similar corporate transactions and representing either buyers or sellers in the transaction. We assist in all aspects of the transactions, from initial evaluation and due diligence, through the drafting and negotiation of the transaction documents, and advising clients on integration issues following consummation of the transaction. Our attorneys have experience in transactions from simple mergers or asset acquisitions through complex transactions such as the sale of public companies or their operations and international transactions with purchase prices in the billions. Our attorneys work with foreign counsel on laws applicable in other jurisdictions. In conjunction with our Bankruptcy and Reorganization attorneys, we can assist in buying or selling companies and assets subject to those proceedings.

Real Estate

The Firm has an extensive real estate practice, with several lawyers certified as Specialists in Real Estate Law by the State Bar of Arizona. We represent clients in every segment of the real estate industry, including owners, lenders, borrowers, investors, developers, contractors, brokers, property managers, title insurers, escrow agents, municipalities and syndicators. Particular strengths of the practice include acquisition, development and disposition of real property, tax-deferred exchanges, financing, leasing, title insurance, design and construction contracts, syndications, and eminent domain.

Tax

Our tax attorneys provide services in a wide range of federal, state and local tax issues. We assist clients in corporate and personal tax planning to minimize their tax liability. We regularly provide tax assistance in connection with mergers and acquisitions, corporate reorganizations, partnerships, limited liability companies, and the taxation of real estate transactions. Our tax attorneys are active in securities issues, structuring and rendering opinions on tax consequences of offerings. Our attorneys also handle sales and property tax matters, foreign tax issues, and tax controversies/litigation. We have extensive expertise in the tax issues faced by nonprofit and charitable organization.