Drafting Stock Purchase Agreements: Price, Reps, Warranties, Indemnification, Tax and Securities Law Issues

Mr. Jacobs is an experienced business lawyer and business litigator who focuses on complex corporate and business matters. He has developed a reputation in the world of business divorce — ownership disputes in privately held companies, including breakups of privately held companies. Mr. Jacobs represents and provides strategic, business-minded counsel to a range of privately held companies, private equity funds, private investors and family-owned companies, as well as to business leaders including founders, entrepreneurs and majority and minority shareholders. His representations span manufacturing, technology, telecommunications, real estate, financial services, professional services and health care industries. Mr. Jacobs has particular experience working with privately held companies and their shareholder and member relations. He has extensive knowledge of the interplay of rights and obligations of equity holders, management and lenders, which allows him to provide strategic insight to clients in business divorce matters. These matters include claims of shareholder oppression, squeeze-outs and freeze-outs of various types.

Mr. Hughes has a global practice advising public and privately held entities on a range of corporate governance issues and business transactions, including securities offerings, corporate finance, mergers and acquisitions and financial services. Clients often rely on his counsel regarding debt and equity financings, acquisitions and divestitures and general corporate matters. He routinely counsels foreign clients on cross-border transactions. Mr. Hughes’ corporate practice includes significant experience with emerging companies and the particular investment and entrepreneurial needs that pervade the space. From institutional investors and early-stage companies to individual entrepreneurs, he has handled legal and business matters such as formation, private placements, debt and equity financing (including angel, venture capital and private equity rounds) and equity incentive plans. Jon has worked with local incubators and accelerators, as well as the Drexel University School of Law Business and Entrepreneurship Program and the University of Pennsylvania School of Law Entrepreneurship Legal Clinic. As a thought leader in his field, Mr. Hughes has written on trends in private equity and venture capital and has lectured on similar topics. He also serves as an adjunct professor at the University of Pennsylvania Carey Law School since 2014. In addition, he has worked with students at Villanova University Charles Widger School of Law and Drexel University Thomas R. Kline School of Law.

Mr. Yaracs focuses his practice on debt and equity financings, mergers and acquisitions, business counseling and transactions. He regularly represents private equity funds, private lenders and privately owned companies in transactional and general business matters.