Morgan, Lewis & Bockius LLP

Acts as external general counsel to assist clients on a variety of governance and operational issues.

Advises venture capital, private equity, institutional, and strategic investors on financing, mergers and acquisitions, and portfolio transactions. 

Counsels founders, emerging businesses, and other innovative companies at every stage of their lifecycle.

Strategically structures, negotiates, and effectuates complex financing and M&A transactions. 

Leads multiple teams of lawyers and business professionals across multiple offices, countries, and practice areas as well as external legal and business teams.

Directs multifaceted corporate reorganizations and implements governance structures for joint ventures and minority ownership investments across a wide variety of industries, including technology, healthcare, life sciences, and real estate.

Dedicates a fair amount of practice to pro bono work, advising charitable organizations and small businesses.

Of Counsel

Norris McLaughlin & Marcus

Primary practice focus on commercial law including areas of transactions, mergers and acquisitions, real estate and land use, banking and financial services, and liquor licensing and hospitality.  

Assist clients with all manner of commercial law, including formation, licensing, dispute resolution, and negotiating and drafting contracts of sale or agreements with vendors or suppliers.  

Drafting and reviewing real estate, land use, banking, and financial services agreements including commercial and residential agreements of sale or lease, mortgages, guarantees, promissory notes, and subordination agreements. 

Represent sellers, buyers and financiers in a broad range of transactions including mergers, consolidations, stock purchases, share exchanges, bulk sales, dissolutions, and asset transfers.

Provide short and long term strategic planning regarding rights, obligations, and liability on a transactional level and at an organizational level.

Associate Attorney

PricewaterhouseCoopers

Research and determine effects of local, state, federal, and international tax law and communicate findings in clear manner.

Assist Fortune 500 companies in properly documenting, securing and retaining tax incentives through drafting and negotiating items such as regulatory filings, contracts, memoranda, correspondence, and other documents and instruments.

Ensure that matters impacting client transactions and operations are adequately addressed by anticipating potential issues and identifying issues as they arise, formulating solutions, and working with team to coordinate responses.

Serve as intermediary between client and state agencies to facilitate working relationships.

Consult clients in various industry sectors expand and relocate operations with tax credits, cash grants, tax increment financing, abatements, and exemptions from federal, state and local tax.

Identify tax and non-tax savings opportunities for past investments, job creation, research, training, and other qualified expenditures.  

Analyze and calculate foreign tax credits for public companies with foreign subsidiaries.

Compile and analyze legal precedents regarding tax exemptions available in various states and offer strategies for securing applicability.

New York State Science & Technology Law Center

Developed creative solutions on the commercial development of early-stage technologies.
 
Formulated project implementation strategies on behalf of universities, federal laboratories, established companies, and start-up ventures.
 
Performed detailed analysis of regulatory and commercial risks and opportunities and advised clients on favorable courses of action.

Effectively communicated findings to client through written reports, memoranda, position statements, and various levels of meetings.

Identified and analyzed intellectual property, including its effect on patent applications and market ventures.

Consulted clients on strengthening products and working around potential obstacles posed by third parties.

Analyzed and formulated alternative strategies for commercializing technologies such as licensing, partnering, or sale.
 
Presented detailed written and verbal market analysis including evaluation of market trends, competitors, and potential partners.

Senior Associate

Rothstein, Kass & Company now KPMG

Oversaw daily operation of engagement teams while communicating status and progress.

Formulated strategies specific to client, industry and financial data to implement profitable solutions and regulatory compliance.

Prepared required filings with regulatory agencies including The Securities and Exchange Commission.

Team member of engagements including financial statement audits, reviews, and initial public offerings for clients in the service, real estate, trading, telecommunication, employee pension plan, and manufacturing industries.

Maintained strong client relationships by working with client to formulate advantageous courses of action.
 
Prepared and reviewed financial statements and disclosures, communicated with client through written and oral correspondence.

Conducted all phases of project from internal mobilization to preliminary and final fieldwork through issuance of deliverable.
 
Created budgets and forecasts, worked with management regarding proposals, tracked jobs, analyzed results and communicated findings.

Monitored and reviewed staff as well as educated staff on internal and external regulatory procedures.

Senior Auditor

I serve as a trusted advisor and outside counsel to a broad array of clients on a variety of governance and operational issues. I focus my practice on corporate governance, debt and equity offerings, majority and minority investments, private capital markets and venture investment, recapitalizations, and mergers and acquisitions (M&A). 

I assist clients at every stage of the business cycle, from initial company formation, financings, M&A, and general governance to initial public offerings. I also represent buyers and targets in public-private and private-private business transactions. My clients come from a broad variety of industries including technology, software, artificial intelligence, biotechnology, cybersecurity, gaming, fintech, retail, e-commerce, finance, manufacturing, real estate, and healthcare.

I help institutional, sovereign wealth, family office, venture capital, corporate venture capital, private-equity, and angel investors structure and implement investments and manage portfolio companies. I also represent private and public companies providing general corporate and strategic advice on financings, partnerships, joint ventures and M&A transactions, as well as inbound, outbound, and cross-border transactions. 

In many of these matters, I draw upon my experience in corporate governance, transactional, intellectual property, technology, licensing, dispute resolution, employee benefits, labor and employment, and tax law. My diverse legal practice and business background enable me to holistically service clients. 

I use my knowledge of evolving market legal trends, ongoingly developed by representing a diverse group of clients, to achieve successful client outcomes.

I cultivate an atmosphere of congeniality and collaboration to strengthen stakeholder relationships. 

I understand a client’s business goals, help develop a strategy to achieve those goals, and then execute towards those goals.

Brian Slough

Managing Partner

Partner

Marist University

Member Board of Trustees

Bingham McCutchen

Testa, Hurwitz & Thibeault, LLP

Attorney

LexisNexis

Account Representative

In addition to serving as Firmwide Managing Partner of Strategy, I am an experienced M&A and securities advisor with a pragmatic and business-minded approach. For over 25 years I have advised U.S. and foreign multi-national technology and life sciences companies and their boards on mergers and acquisitions, and the ongoing disclosure and reporting requirements of public companies, corporate governance matters, annual meeting and proxy-related issues, securities laws, SEC rules, stock exchange listing requirements, executive compensation, and various other matters affecting these companies and their officers and directors. I also help clients raise capital, including through IPOs, secondary offerings, and debt offerings.  As the regulatory regime gets ever more complicated, I am a trusted advisor to boards and management teams on the disclosure, cash management and regulatory challenges they face daily. 

I am known by my clients for my ability to balance practical, business-focused advice with a deep understanding of today's regulatory environment.  

In my Firmwide Managing Partner role, I proudly oversee practice group strategy and serve as a member of the firm’s International Leadership Council.

Specialties: M&A, Securities, Corporate Governance, ESG, SEC and stock exchange Disclosure and Compliance, Executive Compensation

The views expressed are my own and not those of Morgan Lewis.

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Brian Slough

Laurie Aurelia Cerveny

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