Choosing the right business entity form to minimize taxes is the foundation of good business tax planning, and our lawyers guide you on making the right decision. You get advice to help you evaluate what type of organization (such as a limited liability company, limited partnership, limited liability partnership, S Corporation or C Corporation) is the best way to meet your growth and financing needs while maximizing tax advantages. That includes help implementing the appropriate management and organizational structure, as well as variations (for example, combining employee ownership within a partnership structure) that are best suited to meet any business tax planning need.

Inbound foreign companies that come to the Carolinas to open new operations particularly appreciate our guidance on tax treaty issues such as royalties and repatriation of earnings.

Example of our Services
McNair worked with a group of 16 regional wireless telecom companies (many of which were serving remote areas that larger wireless providers ignored) to create a new business entity that successfully participated in the FCC’s auction of available bandwidth. Our lawyers structured the entity as a limited partnership, in which the largest companies got adequate proportional representation while interests of the smallest companies were still protected. We even secured an IRS ruling that enabled a number of the participating companies to participate on a tax-free basis.

For more than a decade, we advised this client on making hundreds of millions of dollars in investments, then orchestrated the profitable sale of the company when competitive pressures made that move advisable.

If your company is publicly held, or if you are a privately owned company looking for new financing sources, we have helped many clients of all sizes on a variety of financing transactions involving the public and private capital markets. Our lawyers have handled billions of dollars in debt and equity financing and are typically involved in every phase of capital raising transactions: preparation of the prospectus or offering memorandum, structuring of terms of securities and obtaining clearance from the SEC and other regulatory bodies. We also represent underwriters and placement agents in these financings. And we frequently assist with venture capital financing, institutional and private placements, private equity and mezzanine investments. As advisers on commercial loan financing, our lawyers work with you to handle the documentation and negotiation of loans, letters of credit, asset-based financing, syndications, special purpose financing and all other commercial finance lending.

We represent buyers and sellers in a wide variety of acquisitions and divestiture transactions. Our lawyers provide start-to-finish assistance with the structuring, negotiation, documentation and closing of the deals, using the firm’s resources for everything from due diligence to creating tax-efficient deal structures. You want multi-disciplinary advice to handle all aspects of your transaction, and we can provide it – from advice on financing and antitrust approval, to structuring of employee benefits and non-compete agreements in the acquired entity. You get the help you need to negotiate and prepare letters of intent, conduct due diligence investigations, structure acquisition and lending agreements, and form special purpose entities for completing the transaction.

Whether the buyer or seller is a multinational corporation, a private equity fund, a financial services investor, or a publicly or privately owned business entity, an energy holding group, or a consulting firm, we can assist in completing the transaction.

Example of our Services
In a transaction that illustrates both the global nature of today’s business and McNair’s commitment to personal service, we represented a business owner in the time-sensitive sale of his company. When a buyer based in Great Britain suddenly emerged, the future of the deal, and the company, hinged on closing the sale within six days. Because our client was on vacation in Nassau, several McNair lawyers made a hurried trip to the island and negotiated the entire multi-million dollar transaction using laptops and wireless Internet connections.

Our lawyers often serve as corporate counsel or "outside General Counsel" to emerging growth companies, handling the details of organization, finance and governance. We take entrepreneurs through the entire process of writing business plans, and advise them about successful growth strategies, including initial public offerings and business combinations with established companies. We often help emerging companies find qualified sources of investment banking services and advise on initial or secondary public securities offerings.

At later growth stages, we help our clients with acquisitions and mergers and leveraged buy-outs and the complex securities, corporate finance and tax issues these transactions involve.

Example of our Services
McNair provides corporate guidance that helps entrepreneurs and small businesses find success in the global economy. In the mid-1990s, we began advising a former military logistics officer on his development of a company to help military operations worldwide outsource food, laundry and other services. As his business grew, we assisted with forming foreign business entities (such as a cement company in Russia), drafting international contracts and employment agreements, and creating tax-efficient foreign payroll structures.

Our client has done business from Iraq and Afghanistan to any other country where military service outsourcing could be done – and McNair’s lawyers provided counsel and service that helped his business grow. Recently, we advised our client on selling a controlling interest in his company to one of the world’s leading private equity firms.