Corporate Law Services

Helbraun Levey’s Corporate Law Group offers a team of lawyers with decades’ worth of experience working within and for the hospitality sector. From your initial corporate formation and financing to the expansion or sale of your business, we can handle it all. Our creative approach combines our practical knowledge of hospitality businesses with our honed legal expertise to help you build a business that is tailored to your vision and built to last.

Our corporate and transactional services are broad and encompassing. We can assist you in structuring, drafting, analyzing, negotiating, and executing the following:

Corporate Structuring and Organizational Documents

Creating an appropriate legal framework for your company at the outset is crucial for its long-term success. We can help you select the legal entity type that is most appropriate for your enterprise and assist you in developing and streamlining a corporate structure that will help your business grow while mitigating risk.

Depending on your company’s legal structure, we can help you prepare any of the following types of organizational documents:

• Operating Agreements
• Partnership agreements
• Shareholder agreements
• Joint venture agreements
• Roll-up agreements

These types of documents are critically important, as they govern the way that your company will conduct its business. They cover a broad array of critical topics, including the ownership structure of your company, distribution of profits, voting rights, intellectual property protection, and sale of equity and assets, among others. By investing in sturdy legal frameworks from the outset, you can avoid confusion and disputes down the road, allowing you to confidently operate and grow your business. We will walk you through every step of this process and recommend structures for you that are practical, favorable, and tailor-made to your business and vision.

Raising Capital

Companies of every type and nature will typically need to raise money from outside sources in order to launch and expand. Whether your company is accepting loans, equity investments, or a combination of both, we can offer our practical business and legal expertise as you develop your financing strategy. Our industry perspective will help you tailor an offering that is fair and balanced, while reserving for you the rights and flexibility that you need to realize your vision.

Depending on the framework of the capital raise, we can then help you structure, negotiate, and execute one or more of the following:

• Subscription agreements
• Loan agreements
• Equity purchase agreements

Ultimately, our team can assist you throughout each stage of the capital raising process. We have helped countless clients raise the money necessary to successfully open and expand their business.

Buying or Selling a Business

At some point as a business owner, you may consider expanding or selling your business. In the hospitality industry, we often refer to these types of transactions as “key money deals.” You buy or sell a hospitality business and, in return, the purchaser receives the benefit of the pre-built infrastructure of the selling business.

Whether you are a buyer or a seller, we can help you structure, negotiate, and execute every element of that purchase or sale. The purchase or sale of a hospitality venture can be tricky, as these transactions involve many moving interlocking parts. To help you navigate these complexities, our corporate, licensing, and real estate groups are seamlessly integrated, allowing the orchestration of a complex transaction all under the same roof. From asset sales and stock sales to liquor license transfers and lease assignments, we can handle it all. And because we double as lawyers and strategic business advisors, we help clients evaluate risks and benefits, aiding them in deciding which deals to pursue and which issues are paramount. This gives our clients a valuable competitive edge when buying or selling a business.

Specifically, our team can help you structure, negotiate, and execute any of the following:

• Asset purchase agreements
• Equity purchase agreements
• Due diligence investigations

Hotel F&B Management Agreements

Hotel operators have finally gotten the point that having a strong F&B operator for their hotel attracts guests and locals and keeps them coming back for more. This means that hotel operators are often on the prowl for hospitality talent – and are willing to pay for that talent.

These deals can be very lucrative, but they can also be quite complicated. We have the experience to help you navigate these waters. We have helped numerous chefs and restaurant groups successfully structure, negotiate, and execute multi-million dollar deals with major hotels including EDITION, The Standard, Ace, and Marriott. We have also represented several hotel owners and operators in successfully executing groundbreaking deals with culinary talent. Whether your deal is large or small, and whether you are on the ownership or management side of the transaction, our industry knowledge and legal expertise will help you close these deals confidently and with ease.  

Catering and Event Agreements

We have the pleasure of representing dozens of caterers and hospitality event coordinators, big and small. We can help you structure, draft, and negotiate catering and event agreements in a way that maximizes their upside while minimizing your risk. The legalities surrounding non-refundable deposits, termination contingencies, and force majeure clauses can be tricky, but we are here to guide you past potential pitfalls and land on terms that are both legal and fair.