International Corporate and Business Law Firm
Bailey Cavalieri, LLC
Nature of Practice
For more information about this practice area, please contact Jamie G. Ryan.
At Ohio-based Bailey Cavalieri, LLC, with locations in Columbus and Dayton, Ohio, our corporate and business lawyers practice in a variety of disciplines. We draw upon our full-service capability by utilizing attorneys from our firm’s tax, labor, communications, environmental, employee benefits, real property, health care and regulatory practices when those disciplines are relevant to a particular transaction.
Our clients range from public companies and nationally known financial institutions to closely held businesses, entrepreneurial ventures, and local and national nonprofit corporations. Through their comprehensive knowledge and experience, our attorneys have represented clients in virtually every major type of corporate and finance transaction. These include:
- Public and private securities offerings Corporate finance transactions
- Public and private mergers Acquisitions and dispositions Spin-offs
- Emerging company issues Technology transfers and licenses
- Communications matters Commercial lending
- Franchise issues International matters
Our dedicated corporate and business lawyers are experienced in the multitude of areas affecting business and industry on a daily basis including a general corporate practice involving entity formation and business and commercial contracts including:
- Noncompetition
- Confidentiality
- Trade secrets
- Independent contractor agreements
- Purchase orders and conditions for the sale of goods or services
Securities and Corporate Finance
Through our securities and corporate finance practice, we handle securities and financing matters, including the representation of issuers of equity, debt and hybrid securities in private placements and public offerings. Our securities and corporate finance lawyers are experienced in business restructurings, mergers, acquisitions and dispositions, venture capital financings, capital transactions, securitization of assets, and in virtually all areas of general corporate law. We also provide assistance in evaluating and developing strategies for transactions and in structuring and drafting proposals and letters of intent.
Mergers and Acquisitions
The mergers and acquisitions practice at Bailey Cavalieri, LLC involves the negotiation, documentation and closing of a number of mergers, acquisitions and divestitures each year involving public and private companies. These clients are active in banking, communications, manufacturing, distribution, health care, technology, software and computer fields, and in a wide variety of service industries. We have used ESOPs to facilitate acquisitions and sales of closely held businesses. Also, our mergers and acquisitions attorneys regularly coordinate with our colleagues with bankruptcy and workout experience in assisting clients in the acquisition, divestiture and financing of financially troubled companies.
Emerging Businesses
The Columbus and Dayton law offices of Bailey Cavalieri, LLC have substantial depth and experience in providing representation to emerging growth companies, entrepreneurs and their investors. A number of members of the group have formed, planned and nurtured the development of new and expanding ventures in technology, communications and other fields of commercial endeavor. The group regularly provides counseling to both business ventures and their investors in such matters as raising capital, the issuance of debt and/or equity securities, structuring to properly qualify for exemptions from registration requirements imposed by Federal and state securities laws and the negotiation of investor agreements and stock agreements with employees and independent contractors. Our knowledgeable emerging business lawyers have extensive experience representing majority and minority shareholders in squeeze outs and other minority shareholder disputes.
Technology, Internet and E-Commerce
The corporate and business attorneys at Bailey Cavalieri, LLC regularly advise businesses on a broad range of technology, internet and electronic commerce matters. Members of the group have represented companies in the following:
- Negotiating and drafting of computer equipment and software procurements
- Outsourcing and facility management arrangements
- Advertising, co-branding, marketing and linking agreements
- Strategic partnering and joint venture relationships
- Network expansion
- Terms and conditions
- Electronic commerce
- Website creation, design, development and hosting
- Privacy, spamming and data protection policies
- Intellectual property development, licensing, transfer and protection for software, technology and proprietary rights
Intellectual Property
At Bailey Cavalieri, LLC we regularly help clients in various industries protect and manage intellectual property assets including trademark and copyright protection. Our seasoned intellectual property attorneys assist clients in the commercialization and exploitation of their technology and intellectual property assets. Our work in this area includes negotiating a wide variety of technology development, licensing and global distribution contracts, strategic partnering and corporate partnering arrangements, and joint marketing and sales pacts.
Franchising
Our Ohio-based law firm represents franchisors and franchisees regarding:
- Entity formation
- Structure and financing
- Acquisitions
- Sales
- Reorganizations
- Franchise registrations and compliance
- Franchise agreements and offering circulars
- Franchising relations and disputes
- Purchase and sale of franchises and dealerships
- Advertising and co-branding programs
- Franchise protection systems
For more franchising information, please contact a corporate and business attorney at Bailey Cavalieri, LLC.
Commercial Finance
At Bailey Cavalieri, LLC, located in Columbus and Dayton, we provide a comprehensive range of experience in commercial finance, representing many major lenders in Ohio. We serve as special counsel for many other national financial institutions, represent commercial borrowers, and have experience with transactions ranging from acquisition, real estate and asset based financing to securitizations and debt issuances.
Our Ohio commercial finance attorneys regularly structure, negotiate and close commercial loan transactions with values ranging from $100,000 to $500,000,000. The office of Bailey Cavalieri, LLC has significant experience in bankruptcy and workout-related matters working on behalf of lenders, debtorsinpossession and creditors on matters such as structuring intercreditor relationships and negotiating loan workouts.
Retail Merchants
Bailey Cavalieri, LLC, with offices located in Dayton and Columbus, Ohio, advises national and regional retailers on matters that involve consumer protection laws. Such matters include:
ADVERTISINGThis involves assisting clients with matters relating to print, broadcast and electronic advertising, including comparison advertising, discount and closeout advertising, and advertising for specially regulated products, such as catalog offerings, products under warranty, consumer loans and leases, realty services, mortgages, liquor and adult-oriented material. In addition, we regularly advise clients on promotional matters, including sweepstakes and contests, and promotional gift cards.
CONSUMER FINANCE
At Bailey Cavalieri, LLC, we frequently advise clients regarding consumer finance matters, including compliance issues associated with credit card, debit card, gift card and stored value card issuance and acceptance. Our Ohio consumer finance attorneys have assisted numerous retailers and financial institutions with programs and products involving consumer payment and financing plans, online electronic funds transfer matters, stored value card issuance, and the development of in-store and online electronic payment systems and recurring payment plans. Additionally, our consumer finance lawyers have significant experience in product and service program development involving debt collection and credit reporting matters.
POINT OF SALE PRACTICES and SPECIAL INDUSTRY REGULATIONWe advise retail clients with developing policies and procedures that comply with applicable consumer protection laws. We regularly work with clients to develop and operate with gift certificate and gift card programs, customer identification, check acceptance policies and other payment programs, along with compliance with item-price requirements and point-of-sale machine matters. We also regularly advise clients who are engaged in the delivery or offering of:
(1) Regulated services: relocation services, health club services, real estate brokerage services, insurance agent and mortgage broker services
(2) Regulated products: product origin disclosures, clothing, used bedding, food products and liquor
UNCLAIMED PROPERTY COMPLIANCEWe incorporate the substantial unclaimed property law experience of Bailey Cavalieri, LLC with our advice for our retail clients. We assist clients with planning for unclaimed property compliance and reporting requirements. Our attorneys have assisted clients with developing and implementing strategies such as the formation of gift certificate subsidiaries to lessen their unclaimed funds reporting and payment burdens. Furthermore, Bailey Cavalieri, LLC [Link to Home Page] has represented holders in state compliance audits and negotiations with state regulators in compliance matters.
PRIVACYPrivacy regarding consumer information has become part of every corporate culture in most service-based industries. Bailey Cavalieri, LLC attorneys assist clients with compliance matters involving consumer finance, retail point of sale and health-related products and services.
LIQUOR LAWThe Ohio-based law office of Bailey Cavalieri, LLC advises and services clients with Ohio liquor permit matters, including multi-location acquisitions and dispositions, advertising, permit transfers and applications, transfer objections and tax related matters.
Insurance and Managed Care
At Bailey Cavalieri, LLC, we represent insurers and managed care companies with corporate and regulatory compliance matters. We have experience with organization, admissions, capitalization, licensing and compliance matters for Ohio-managed health care, managed behavioral healthcare, as well as multi-line insurance companies. We have assisted clients with compliance matters related to insurance agent licensure, claims processing licensure and practice, health insuring corporation formation, and Form A representation. Additionally, our knowledgeable lawyers have extensive experience representing claimants and companies subject to proceedings related to rehabilitation and liquidation proceedings.
Nonprofit Organizations
We regularly assist religious, charitable, scientific and other nonprofit organizations on formation issues, state and federal tax exemption matters and ongoing corporate, governance and tax matters. Our nonprofit clients include, among others, churches, cemeteries, educational institutions, hospital and health care organizations, trade associations, major league sport foundations and international non-governmental organizations.
For more information, please contact one of our two office locations:
Columbus Office
One Columbus
10 West Broad Street - Suite 2100
Columbus, OH 43215-3422
Telephone: 614-221-3155
Facsimile: 614-221-0479
Dayton Office
Kettering Tower
40 North Main Street - Suite 2310
Dayton, OH 45423-0001
Telephone: 937-223-4701
Facsimile: 937-223-0170
