EXPERIENCED COUNSEL

Israel Desk

LEADERSHIP: Benjamin Strauss

Pepper Hamilton LLP has long represented Israeli businesses and entrepreneurs in transactions and other matters in the United States.

We have served as general outside counsel to many Israeli companies doing business in the U.S., from publicly traded corporations to high-tech startups. We are particularly experienced in representing Israeli high-tech, venture-backed companies. Our experience means we understand the processes, operations and culture of Israeli businesses, and the challenges and opportunities unique to the Israeli market and to cross-border business transactions. Our services to Israeli businesses include:

Venture Capital Transactions

We assist with fund formation, tax planning, investment transactions, portfolio company operations and a host of other issues. With our extensive network of contacts with investment funds, advisers and others in the industry, Pepper is well-positioned to introduce Israeli companies to the private equity markets in the United States, and to assist Israeli investors with U.S. transactions.

Mergers and Acquisitions

Mergers and acquisitions are a staple of Pepper’s transactional practice. We have represented numerous Israeli businesses in connection with acquisitions and other M&A transactions.

Securities Offerings

We handle a wide range of private placements and public offerings. We have represented hundreds of Israeli-based companies incorporated in Delaware in private offerings and frequently advise Israeli investors and shareholders about securities law issues. We have also prepared IPO and periodic securities filings for Israeli-based companies publicly traded both in Israel and in the US. We have particular experience serving as counsel in connection with private placements and public offerings involving Delaware corporations, limited liability companies and business trusts.

Corporate Governance

We routinely advise Israeli corporations and their Israeli lawyers on governance issues, regulatory compliance and similar matters. We represent boards of directors, board committees (including audit committees and special committees), individual directors, CEOs and other executives, and investors. For public companies, we also advise on the preparation and filing of periodic and special reports with the Securities and Exchange Commission.

Fund Formation

We counsel managers, sponsors, advisers and investors in public and private investment funds. Our lawyers are skilled in the formation and operations of investment funds as they initiate, develop and harvest their investment portfolios. We have formed, and have counseled, several funds based in Israel.

Structuring Joint Ventures, Distributorships and Licensing Arrangements

Many of our Israeli clients are technology-oriented and often enter into technology licensing agreements, joint ventures or strategic partnerships. Our structuring of these arrangements often requires creative solutions for integrating business, tax, and accounting considerations while assuring protection to the client’s intellectual property.

Cross-Border Tax Analysis of Equity and Transactional Structures

We are experienced in crafting tax-efficient structures for a wide range of corporate transactions, including creating investment structures in early-stage businesses and sophisticated tax planning for international businesses.

Employment Agreements, Stock Options and Other Employee Benefits Plans

We have counseled Israel-based employers on non-competition and employment agreements, and we are very experienced in all types of benefits and compensation programs, including equity-based programs, for both large companies and high-tech startups.

Real Estate Transactions

We represent clients in all aspects of real estate development, finance, leasing and litigation.

Patents and Trademark Registrations

We prepare, file and prosecute applications for patents, analyze patent infringement and validity issues, handle interference proceedings and represent clients in patent litigation. We counsel clients on obtaining trademarks and copyrights, perform searches and render freedom to operate opinions. We file hundreds of applications to register trademarks and copyrights each year, and monitor thousands of U.S. and foreign registered trademarks.

Compliance with US Export Regulations

We advise clients on compliance with U.S. customs laws and represent clients in administrative proceedings under those laws. We represent companies on export control issues and economic sanctions before the Directorate of Defense Trade Controls of the U.S. Department of State, the Bureau of Industry and Security of the U.S. Department of Commerce and the Office of Foreign Assets Control of the U.S. Department of Treasury.

Corporate and Commercial Litigation

We handle many kinds of commercial litigation and arbitration matters, ranging from single-issue injunction cases to multimillion dollar contract disputes. For example, we have represented Israeli companies, investors and shareholders in a variety of corporate disputes in the Delaware Chancery Court, including issues related to control, enforcement of investors’ rights and enjoining proposed M&A transactions. We also handle cases in federal, state and appellate courts throughout the country.

International Arbitration

We are experienced in arbitrations under the rules of the American Arbitration Association, the International Center for the Settlement of Investment Disputes and the International Chamber of Commerce.