Corporate & Transactional

In This Section

    Team Leaders

    Team Leaders


    Steptoe & Johnson's corporate attorneys assist energy, healthcare, manufacturing, engineering, technology and financial clients in all aspects of corporate and transactional law. Team attorneys provide guidance on everything from the selection of the most advantageous structure for a business to complex corporate issues and proactive advice on day to day operations, corporate governance and application of fiduciary duty standards. Our goal is to develop long term relationships with clients and serve as trusted, strategic advisors on both legal and business issues.

    Representative Deals

    • Owner's counsel in wastewater treatment plant construction
    • International owner's local counsel in chemical plant expansion
    • Purchaser counsel for coal supply agreement
    • Bond counsel for a national organization in financing capital costs
    • Owner counsel in the creation of assessment district
    • International partner counsel in formation of aluminum joint venture
    • International partner counsel in formation of chemical plant joint venture
    • Owner's counsel in manufacturing plant construction project
    • Owner's local counsel in wind farm development project
    • Company counsel with 487 investors in 27 states
    • Owner's counsel in research, design, and construction of tire recycling facility
    • Owner's counsel for new manufacturing facility and related incentives
    • Company counsel in negotiation of credit facility
    • Underwriter counsel in restructuring of debt

    Representative activities include:

    Mergers, Acquisitions & Divestitures

    • Asset and stock acquisitions or sales
    • Choice of entity counseling
    • Due diligence investigations and counseling
    • Mergers and tender offers
    • Spin-offs of operating divisions and business segments
    • Leveraged transactions
    • Obtain federal/state regulatory approval, including pre-merger filings

    General Corporate & Securities

    • Entity formation and start-up
    • Corporate governance
    • Federal and state securities law compliance
    • Securities offerings
    • Venture capital financing
    • Private equity transactions
    • Counseling new, emerging, and mature businesses
    • Protect valuable intellectual property assets
    Representative Experience
    • Represented clients in mergers and acquisitions involving publicly and privately held companies, including stock and asset acquisitions and dispositions, redemptions and leveraged buy-outs in manufacturing, real estate, engineering, technology and professional services industries
    • Served as general counsel to a nonprofit company in the area of corporate governance and transactions
    • Drafted and reviewed partnership and limited liability company agreements
    • Advised clients on how best to comply with federal and state law when opening craft breweries in the state of Ohio
    • Incorporated various branch locations for state-chartered bank in eastern panhandle of West Virginia
    • Assisted in drafting corporate supply chain documents and re-negotiation with contractor group of various transactional agreements
    • Assisted lenders in negotiation and documentation of conventional and derivative financing totaling in excess of $3.5B
    • Assisted title insurance company and its clients in the closing of numerous commercial transactions involving properties situated in West Virginia having an aggregate value in excess of $30M
    • Documented and negotiated middle-market and large-ticket equipment lease and loan transactions for commercial, government and non-for-profit customers. Transactions ranged from $200,000 to $90M. Substantial experience in financings for business aircraft and brown-water vessels, tax-exempt equipment financings for state and local governments and equipment financings for not-for-profit organizations by conduit structures

    Team Members

    Linda J. Braga

    Of Counsel

    Michael E. Flowers

    Member, Director of Diversity and Inclusion