Timothy Hanson Email and Phone Number

Advise private equity and strategic corporate clients regarding corporate and commercial matters, including leading the negotiation and drafting of definitive agreements (e.g., securities and asset purchase agreements, merger agreements, etc.) and ancillary documentation (operating/shareholders agreements, fund documentation, etc.) for M&A, securities and commercial transactions. Advise public and private companies regarding executive and equity compensation, corporate governance, and employee benefits and regulatory compliance. Negotiate and draft executive employment agreements, equity, deferred, and incentive compensation plans, and equity award agreements.

Negotiated and drafted programming agreements and other commercial contracts with cable television network and broadcast television stations for satellite, authenticated and "over-the-top" distribution of programming content; advised clients regarding contractual rights and obligations and legal risks of proposed business activities under existing contractual arrangements.

Negotiated and drafted principal and collateral transactional documents and legal due diligence memoranda for private equity funds and companies as part of domestic and international corporate transactional practice. Counseled clients regarding transactional and regulatory matters arising in the course of complex international asset transactions involving foreign jurisdictions and coordinated internal and external diligence reviews by specialist groups and international counsel. Negotiated and drafted executive compensation and employee benefits-related provisions in stock purchase, asset purchase and merger agreements and in related disclosure documents. Counseled clients regarding equity compensation plans and award agreements, severance agreements, employment agreements and other employee-related documentation. Advised on and drafted employee and compensation-related sections of SEC filings, including annual proxy statements, equity compensation plans, prospectuses, annual reports for public companies and monitored compliance with SEC disclosure requirements. Worked with clients to satisfy new disclosure requirements, including Say-on-Pay and Say-on-Pay Frequency votes, risk disclosure, pay-for-performance and use of compensation consultants.