Mergers, Asset Purchases/Sales & Strategic Transactions

The Firm has experience in not-for-profit mergers, asset purchases / sales and other strategic transactions or reorganizations, including mergers of not-for-profits under the jurisdiction of different states. We also have experience in advising clients to “spin-off” or create for-profit related entities to preserve I.R.S. Code 501(c)(3) tax-exempt status including the formation of such entities.

The Firm’s representative experience includes:

• The mergers of New York not-for-profit charitable corporations.
• The formation of not-for-profit, charitable and other tax-exempt entities.
• Merger of a Delaware 501(c)(4) corporation into a Virginia 501(c)(4) corporation.
• Counselling not-for-profit, related health care entities to pool potential for-profit activities onto a new for-profit entity to preserve current not-for-profit income streams and 501(c)(3) tax-exempt status.
• Advising community non-profits on the purchase of substantially all of the assets of similar organizations including appropriate non-disclosure agreements.
• Advising a foreign not-for-profit board on an array of options to cease operations.