BUSINESS & CORPORATE

OVERVIEW

Peck Baxter represents businesses, entrepreneurs, investors, executives, and owners through every stage of the business lifecycle—from formation and acquisition through growth, financing, operation, and ultimately succession or exit.

Our attorneys understand that effective corporate counsel requires more than preparing documents or completing individual transactions. Decisions made at formation can affect a company years later when it raises capital, brings in new owners, makes an acquisition, encounters a dispute, or prepares for a sale. We work with our clients to understand where their businesses are today, where they intend to go, and how their legal and organizational structures can help them get there.

We represent companies of all sizes, from startups and emerging businesses to established privately held and middle-market companies. Whether forming a new venture, negotiating a significant commercial agreement, raising capital, acquiring a competitor, addressing a governance issue, or selling a company built over decades, Peck Baxter provides practical, sophisticated counsel focused on protecting value and advancing our clients’ long-term business objectives.

Formation & Business Structuring

The legal and ownership structure established at the beginning of a business can have lasting consequences for its owners, investors, and future growth.

Peck Baxter advises founders, entrepreneurs, investors, and existing businesses on entity selection, formation, ownership structures, capitalization, governance, and the relationships among owners. We prepare and negotiate operating agreements, shareholder agreements, partnership agreements, buy-sell agreements, and other organizational documents designed around the particular needs and objectives of the business.

For companies with multiple owners, we also help address important issues before they become disputes, including management and voting rights, capital contributions, distributions, transfers of ownership, admission of new owners, restrictive covenants, buyout provisions, succession, and procedures for resolving deadlocks or other disagreements.

Growth & Commercial Transactions

As businesses grow, their legal needs become increasingly interconnected with their operations. Peck Baxter serves as ongoing counsel to companies as they enter new markets, hire employees and executives, develop strategic relationships, acquire assets, license intellectual property, and negotiate increasingly sophisticated commercial arrangements.

Our attorneys prepare and negotiate a broad range of business agreements, including customer and vendor contracts, service agreements, licensing agreements, distribution and supply agreements, confidentiality agreements, joint ventures, strategic partnerships, and other commercial arrangements.

We approach contracts as business tools rather than isolated legal documents. Our objective is to understand the transaction, allocate risk appropriately, and create agreements that support the client's commercial objectives while anticipating the issues most likely to arise later.

Financing & Capital

Access to capital is critical at many stages of a company's lifecycle. Peck Baxter represents companies, founders, investors, and other participants in debt and equity financing transactions.

Our attorneys advise clients regarding private offerings, equity investments, convertible instruments, secured and unsecured debt, commercial lending, investor rights, capitalization structures, and related securities-law considerations.

We work closely with clients to understand not only the immediate financing transaction, but also how its terms may affect ownership, control, governance, future financing opportunities, and an eventual sale or other exit.

Mergers & Acquisitions

Peck Baxter represents buyers and sellers in mergers, acquisitions, dispositions, and other business combinations involving privately held and middle-market companies.

Our attorneys advise clients throughout the transaction—from initial structuring and letters of intent through due diligence, negotiation of definitive agreements, financing, closing, and post-closing matters. We handle stock and membership-interest acquisitions, asset purchases, mergers, strategic acquisitions, and other transactions involving businesses and their assets.

For sellers, an exit may represent the culmination of decades spent building a company. For buyers, an acquisition may represent a significant deployment of capital and an important part of a broader growth strategy. In either circumstance, we focus on understanding the economics of the transaction, identifying material risks, protecting our client's negotiating position, and moving the transaction efficiently toward closing.

Corporate Governance & Ownership

Strong corporate governance becomes increasingly important as businesses add owners, investors, executives, and complexity.

Peck Baxter advises corporations, limited liability companies, partnerships, boards, managers, members, shareholders, and executives regarding governance, fiduciary duties, voting and management rights, conflicts of interest, owner relationships, distributions, capitalization, and other matters affecting control and operation of the business.

Because our corporate attorneys work closely with the firm's commercial litigators, we also bring a dispute-informed perspective to governance and transactional matters. We understand how unclear agreements, poorly documented decisions, and unresolved ownership issues can develop into significant litigation. That experience informs how we structure transactions and advise clients before disputes arise.

Outside General Counsel

For many clients, Peck Baxter serves as an extension of the company's leadership team, providing ongoing legal and strategic counsel as issues arise.

In this role, we advise owners and executives on contracts, employment matters, corporate governance, intellectual property, financing, real estate, regulatory issues, risk management, disputes, and significant business decisions. When a matter requires specialized knowledge, we coordinate with attorneys across the firm's other practice areas to provide an integrated response.

This relationship allows us to develop a deeper understanding of the client's operations, ownership, risk tolerance, and long-term objectives—and to provide advice informed by that broader context rather than addressing each legal issue in isolation.

Succession & Exit Planning

A successful business strategy should eventually address what happens when an owner is ready to step away.

Peck Baxter works with business owners well before an anticipated exit to evaluate succession alternatives, ownership transfers, management or employee buyouts, recapitalizations, sales to strategic or financial buyers, and transfers to the next generation.

Our business attorneys can also work alongside the firm's estate planning and tax counsel to coordinate business succession with the owner's broader estate, wealth-transfer, and family objectives.

Planning early can provide owners with greater flexibility, improve the company's readiness for a transaction, address ownership or governance issues before they affect value, and create a clearer path toward an eventual transition.

Our Approach

We believe the most valuable business counsel is built on long-term relationships. Understanding a client's history, ownership structure, industry, objectives, and risk tolerance allows us to provide better advice when important decisions arise.

That is why our Business & Corporate practice is designed around the entire lifecycle of a business rather than any single type of transaction. We help clients establish the right foundation, navigate growth, raise and deploy capital, complete strategic transactions, manage ownership and governance, and ultimately plan for succession or exit.

And because businesses do not operate within neatly separated legal categories, our corporate attorneys work closely with Peck Baxter's litigation, real estate, intellectual property, employment, finance, and estate planning practices when a client's needs extend beyond traditional corporate law.

From the first organizational documents to the final exit transaction, our objective is to help clients build, protect, grow, and ultimately realize the value of their businesses.

RELATED SERVICES

Asset Based Lending

Contract Drafting

Business Protection

Business Succession Planning

Contract Drafting

Corporate Real Estate

Emerging Companies

Enterprise Risk & Crisis Management

Financial Services

Joint Ventures & Strategic Alliances

Lending

Mergers & Acquisitions

Private Capital Solutions

Private Credit

Tech M&A

Technology & IP Transactions

Technology Collaborations

PEOPLE

PARTNER

DANIEL K. WATKINS

Logan, UT +1 435-787-9700

dwatkins@peckbaxter.com

ASSOCIATE

MICHAEL D. JEWELL

Logan, UT +1 435-787-9700

mjewell@peckbaxter.com

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