Derek concentrates his practice in mergers and acquisitions, entity formation and structuring, and general corporate and commercial counseling.

Derek has worked with companies across a range of industries, including metal distribution and processing, HVAC and plumbing, commercial mechanical distribution and services, consulting services, freight brokerage and transportation companies, and other service businesses.

Recent representative matters:

M&A

• Closed on the sale of equity of a water treatment chemical company, with the transaction involving a pre-transaction F-reorganization, a rollover of equity, and due diligence of federal and state contracts.
• Closed on the sale of assets of a ServiceNow implementation company.
• Closed on the purchase of assets of a skin care company.
• Closed on the purchase of assets of a Pennsylvania-based auto repair shop.
• Closed on the sale of equity of a Philadelphia-based residential plumbing parts and service provider, with the transaction involving a pre-transaction F-reorganization, government contract consents, and a tax-free equity rollover into a QSBS-eligible equity position.
• Assisted on a majority buyout of a residential and commercial HVAC provider in central Pennsylvania, facilitating negotiations involving seller earnout provisions.

Entity Formation and Corporate Governance

• Assists companies with entity formation and tax matters, often addressing selection of entity type, tax characterization and 83(b) elections.
• Works closely with clients to implement appropriate governance structures, often addressing member- or manager-managed control mechanisms, equity transfer restrictions, drag-along and tag-along rights, and other protective provisions.