Practice Areas

Mergers and Acquisitions

Our M&A team advises clients on a broad range of transformative deals, including company sales and acquisitions, business combinations, divestitures and carve-outs, corporate restructurings, and other complex M&A-related transactions.

Joint Ventures

HBL advises clients on a variety of strategic relationships, including joint ventures involving the creation of new entities, complex contractual collaborations, licensing arrangements, and the development of intellectual property and consumer products.   

Equity and Debt Financings

HBL advises clients on a variety of equity and debt financing transactions, including Simple Agreements for Future Equity (“SAFEs”), Keep it Simple Securities (“KISS”), convertible notes, Series Seed financings, and Series A financings and beyond, as well as secured and unsecured loans, asset-based loans, and purchase-order financing agreements.  Over the years, these types of transactions have become more standardized, but the reasons why a client choses a specific financing path is always unique. 

Corporate Transactions

Helping clients structure foundational relationships among key stakeholders; negotiating equity and debt financings; and closing material transactions. 

Intellectual Property

Crafting bespoke strategies for the acquisition and disposition of valuable IP assets, and advising on all aspects of day-to-day intellectual property transactions, including client relationships with technology developers, resellers, distributors, licensors and licensees.   

Commercial Transactions

Leveraging industry-specific knowledge to structure and negotiate pragmatic commercial contracts with our clients’ most valuable suppliers, customers and strategic partners. 

Employment Transactions

Structuring compensation packages that motivate executives and other service providers to exceed expectations and drive long-term value, protecting company-owned intellectual property, and advising on employee terminations and severance agreements. 

Real Estate

Negotiating and drafting purchase and sale agreements and joint-venture transactions for real estate investors and developers, as well as commercial lease agreements for a variety of operating companies, including healthcare facilities.

Data Privacy and Cyber Security

Advising clients on best practices with respect to the California Consumer Privacy Act (and other applicable regulations), preparing policies, procedures and protocols for companies that collect or use data in connection with their business activities, and conducting internal audits regarding cybersecurity. 

TAX

Designing tax-efficient structures in connection with material business transactions.

Mergers and Acquisitions

Overview

Our M&A team advises clients on a broad range of transformative deals, including company sales and acquisitions, business combinations, divestitures and carve-outs, corporate restructurings, and other complex M&A-related transactions.

Alternative and Flat-Fee Arrangements

We have deep experience in the M&A arena, having advised on transactions ranging from 20 million to over 9 billion in value. This seasoned perspective enables us to offer flat-fee arrangements on most matters, as we can evaluate, gauge and price transactions at the outset. We provide our clients with transparency around timelines and legal fees, to eliminate surprises.   

Project Management and Cohesion

HBL provides a seamless experience for each client, as we bring together best-in-class lawyers on a deal-specific basis and utilize proprietary technology to streamline the deal process. No two deals are the same, so we always invest the time to understand the key drivers underlying each transaction and the interests of all players involved. This approach allows us to create constructive solutions and focus on winning the points that matter most to our clients.   

Once we understand the transaction landscape, we form the team best suited to achieve our client’s goals. As part of our full-service M&A practice, we engage specialists as necessary to advise on a variety of matters, including tax, regulatory, antitrust, intellectual property, labor and employment, employee benefits, ERISA, CFIUS, and environmental law. HBL manages the engagement of all applicable specialists, and includes the cost of their services in our flat-fee pricing, so that our clients receive only one invoice.   

Joint Ventures

HBL advises clients on a variety of strategic relationships, including joint ventures involving the creation of new entities, complex contractual collaborations, licensing arrangements, and the development of intellectual property and consumer products.   

Many of these transactions are “sweat equity” deals, which involve an industry executive, high-profile individual, or engineer, providing services to a joint venture entity in exchange for equity, which may vest over a period of time.  For example, we have represented production companies in joint ventures with entertainment executives, consumer-packaged goods and alcohol-beverage companies in joint ventures with social-media influencers, and technology companies in joint ventures with domestic and cross-border technology developers.

We regularly negotiate the nuanced aspects of entity-based joint venture deals, such as management and control, intellectual property ownership, and incentive compensation.  We understand that a successful joint venture requires the go-forward alignment of interests and incentives among the parties involved. We have deep experience structuring these dynamic relationships and preparing the key transaction documents, including complex operating agreements, equity incentive plans, profits interest and phantom equity award agreements, contribution agreements and licensing agreements.  

Equity and Debt Financings

HBL advises clients on a variety of equity and debt financing transactions, including Simple Agreements for Future Equity (“SAFEs”), Keep it Simple Securities (“KISS”), convertible notes, Series Seed financings, and Series A financings and beyond, as well as secured and unsecured loans, asset-based loans, and purchase-order financing agreements.  Over the years, these types of transactions have become more standardized, but the reasons why a client choses a specific financing path is always unique.

As our clients push towards their next milestone, we help them evaluate their financing options by explaining the trade-offs that come with different financing sources and structures, all in relation to their specific businesses and long-term objectives. 

Corporate Transactions

HBL provides corporate counsel to companies across a variety of key industries, with a view towards helping each client achieve their projected milestones as business opportunities and risks evolve.   

Our Corporate Transactions practice advises clients through all stages of their business lifecycle, and provides the following core services:  

Intellectual Property

HBL provides sophisticated intellectual property counsel to startups as well as later-stage companies, as they create and commercialize their intellectual property assets. 

When advising startups, we often help our clients negotiate technology development agreements, master services agreements, and/or joint-development agreements with third-party intellectual property developers.  In these negotiations, we focus on clearly defining and protecting our clients’ IP ownership rights, as these rights can be critical to long-term success and enterprise value. 

When advising later-stage companies, we often help our clients monetize non-essential IP through strategic licensing transactions, and by structuring spinoffs that attractively package non-essential IP with talent and business concepts. 

The strongest companies often have the strongest brands, and HBL helps its clients develop and implement IP strategies that leverage core IP assets, including valuable trademarks and copyrights. 

Our Intellectual Property practice provides the following core services: 

Commercial Transactions

HBL’s Commercial Transactions practice combines legal experience with deep industry knowledge to advise clients as they navigate a myriad of complex and interdependent relationships with suppliers, manufacturers, co-packers, licensors, distributors, customers, investors and other strategic partners.

Our practice includes cross-border, high volume, and day-to-day transactions in the following areas of focus:

 

Employment Transactions

HBL understands that a company’s employees and service providers are at the heart of their business.  We help our clients structure relationships with their teams that clearly define the roles, expectations, and obligations of the parties, with a view towards aligning incentives and reducing risk. 

Our Employment Transactions practice provides the following core services:

Real Estate

HBL counsels clients on all aspects of real estate transactions, including fund formation, private offerings, financings, acquisitions and dispositions, and commercial lease negotiations on behalf of both landlords and tenants.

We also help clients operationalize healthcare facilities, including physician offices, inpatient and outpatient behavioral health facilities, outpatient surgery centers, senior living homes, and laboratory facilities.

HBL’s Real Estate practice provides the following core services: 

Data Privacy and Cyber Security

HBL counsels clients that use and/or collect data in connection with their business activities.  Specifically, we advise clients regarding applicable California laws and best practices regarding data privacy, cyber security and data breach response protocols. 

HBL’s Data Privacy and Cyber Security practice offers the following services: 

Tax

HBL counsels clients with respect to all areas of federal, state, and international tax law.  We provide representation to companies, senior executives and high net-worth individuals in conjunction with business structuring, joint ventures and exit events. 

Our Tax practice provides the following core services: