Transactions and Business Support
Patton Boggs’ Technology and Communications (TechComm) practice is comprised of industry veterans and former leaders of the Federal Communications Commission (FCC), including former FCC Chairman Kevin Martin. Our team brings substantial industry knowledge and deep transactional, regulatory and legislative experience to technology and communications companies and investors.
Our TechComm group, together with the firm’s Business Department, offers a sophisticated interdisciplinary team knowledgeable in every facet of transactions involving technology and communications businesses. We have extensive hands-on experience accessing capital markets and executing complex commercial and financing transactions, mergers and acquisitions, and technology transactions. And, we offer unparalleled regulatory and public policy knowledge, ensuring that our clients are kept abreast of regulatory and legislative issues affecting their businesses or investments.
Due Diligence – Transaction Execution and Advice
We regularly provide due diligence support for technology and communications transactions on behalf of client companies, lenders and investors. We have direct experience with the federal and state approval/notification processes for major mergers and acquisitions in the communications industry. We can advise both parties to transactions, and parties that oppose transactions, about how to impact federal approvals that are needed from the FCC, the DOJ, the SEC, Congress and state regulators.
With our holistic approach, we supply the industry knowledge needed to undertake critical due diligence, make informed business decisions, and efficiently close transactions in compliance with applicable regulatory requirements. We monitor regulatory and political trends affecting the industry enabling us to identify both opportunities and problems for clients. Patton Boggs is widely recognized as having the leading public policy and lobbying practice in the United States. Accordingly, we have a view of the law as it is evolving which allows us to provide our clients with an early understanding of how changes in the law may impact them, and we possess unique resources to help advance their interests.
Regulatory Compliance
Our TechComm group provides ongoing guidance to help ensure compliance with the myriad filing, disclosure and other requirements that exist under state and federal laws. We offer expert advice in dealing with the various government regulatory requirements with which technology and communications businesses are confronted, such as FCC requirements, ERISA issues, employment law matters, environmental compliance, tax, OSHA requirements, trade secrets and other intellectual property, and the challenges of doing business electronically and/or internationally.
By working to understand our clients’ businesses and the businesses in which they invest, we are often able, before legal problems arise or escalate, to provide preventive services through the design and implementation of compliance or training programs, and to assist clients with handling important audits and investigations.
Business Organization
Patton Boggs assists large and small, domestic and multinational clients on the establishment and operation of technology and communications businesses. We advise on the proper form of organization (e.g., traditional corporations or partnerships, or other limited liability entities) for the entity's anticipated activities, taking into account federal and state tax considerations. Once the organization form is selected, we develop the documentation (articles and bylaws, partnership agreements, limited liability company operating agreements, etc.) to ensure that the governance of that entity is consistent with the client's objectives. As part of the business organization process, we regularly advise our clients regarding financing alternatives, equity and debt structures and negotiations with early stage investors.
For companies already doing business, the firm offers expertise in virtually all areas of the law that may affect day-to-day operations. If our clients have no in-house legal resources, this expertise enables us to act as de facto general counsel. For clients with such resources, we assist on specific projects or issues. We regularly draft and negotiate agreements for the purchase or sale of businesses or assets, and assist in the documentation of the full range of transactions by which businesses are financed, including public and private debt and equity deals (including initial and other public offerings), leases and the issuance of convertible or hybrid security instruments.
Corporate and Commercial Transactions
Our TechComm group works with our Business Department on virtually every type of corporate and commercial transaction involving technology communications companies, including mergers and acquisitions, leveraged buyouts, management buyouts, spin-offs, venture capital financings, senior and junior debt financings, recapitalizations, public-to-private transactions and dispositions. In that context, we represent both client companies and numerous lenders and investors that focus on making debt and equity investments in the technology and communications industry sector. We provide valuable advice on debt and equity financing, deal and tax structure, merger and acquisition negotiation, due diligence, regulatory compliance, management arrangements and antitrust compliance.
We take both leading and supporting roles in transactions unique to technology and communications businesses and is highly skilled in transactions such as spectrum acquisitions, spectrum leases, tower and site leases, collocation agreements, interconnection agreements, microwave relocation agreements, roaming agreements, backhaul agreements, joint build and construction agreements, wholesale access agreements, licensing agreements and customer agreements.
We also have a successful track record of bringing clients together to leverage their individual assets, often creating alliances between clients and the companies that are likely to use their products or services. Our TechComm practice routinely advises clients to expand their strategic relationships within the technology and communications industry. Further, our deep roots overseas allow us to provide life cycle advice to clients interested in international telecommunications operations and investments.
Intellectual Property
Patton Boggs’ TechComm group, in conjunction with our Intellectual Property Department, is highly skilled in the variety of legal considerations faced by technology, high-tech, Internet and e-commerce businesses, including technology transfers, technology transactions and export control. We assist with acquisition and sale of high-tech and Internet companies and technologies. We draft and negotiate website development and web-related software contracts. We obtain domain names, trademarks and service marks to assist our clients in branding their websites and showcasing their products and services. Our team also drafts and negotiates content licenses, and assists our clients in obtaining the necessary content rights, while reviewing and negotiating e-commerce and online affiliation contracts.
We assist clients in developing marketing and email programs that comply with legal requirements. In addition, we review advertising materials and assist clients in complying with relevant Federal Trade Commission regulations and principles as well as state regulations, and review proposed sweepstakes and contests for compliance with state and federal laws and regulations. We counsel clients on fair use, publicity, defamation and other content-related issues, and we assist them in developing and implementing a trademark enforcement plan to guard against unauthorized uses of a client’s marks or other intellectual property.
We help clients in policing against online copyright infringements, and when necessary, we send “cease and desist” letters to those infringing client rights and/or take other action as necessary. For instance, we have brought UDRP arbitration proceedings to obtain control over infringing domain names, and we have filed federal lawsuits to halt infringements of our clients’ copyrights and trademarks.
Finally, we represent technology clients before Congress and regulatory agencies to advance legislation that affects technology interests and to keep clients apprised of Congressional activities that impact the high-tech, Internet and e-commerce industry.
Corporate Finance
With almost 70 attorneys in our Corporate Finance practice, Patton Boggs has extensive experience representing technology and communication companies and their investors (including commercial banks, investment funds and other lending institutions) in a broad range of public and private financing transactions.
The tremendous depth of experience of our corporate finance attorneys spans virtually all forms of debt and equity financings, including leveraged acquisitions and leveraged recapitalizations, senior debt and mezzanine/second lien financings, large syndicated credit facilities, bridge financings, high yield offerings, private placements, project finance, and other forms of debt and equity financing.
Within the technology and communications industry sector we have handled financing transactions involving computer hardware manufacturers, software developers, information technology companies, telecommunications carriers, cable and broadband internet companies, wireless voice and broadband service providers, wireless and broadcasting infrastructure (i.e., tower) companies, radio and television broadcasters, security alarm companies, internet and e-commerce businesses and print media companies (business-to-business, magazine and newspaper publishers), among other businesses.
Many of our corporate finance partners are nationally recognized leaders in their field. Substantially all of them also have extensive workout and bankruptcy experience, including debtor-in-possession financings, plan of reorganization financings and acquisitions of assets out of bankruptcy, which enables us to more effectively advise our clients in all of their corporate finance activities.
Attorneys in our Corporate Finance practice work closely with the TechComm group when engaged in financing transactions involving technology and communications companies. Our TechComm attorneys routinely assist with due diligence, regulatory advice and deal structuring to address the various regulatory and procedural requirements unique to technology and communications businesses and their assets.
Corporate Restructuring
Patton Boggs’ Corporate and Restructuring group represents both debtors and creditors in connection with bankruptcy proceedings involving technology and communications companies. Our experience, which involves both Chapter 7 and 11 proceedings, includes serving as special regulatory counsel of behalf debtors and trustees. We address the intersection of communications and bankruptcy laws with respect to the disposition of federal communications licenses and state communications certifications, and the cessation of communications services to customers.
We also represent debtors in preference actions seeking to recover assets for a bankrupt estate. In addition, we advise bidders in bankruptcy auctions for technology and communications assets including procedural advice and acquisition documentation. We regularly appear before bankruptcy courts in New York, Delaware, Texas and other jurisdictions.