The founding vision of Barack Ferrazzano in 1984 was to create a new model that departed from the standard "mega-firm" approaches and, instead, focused on delivering efficient, team-oriented services of the highest quality. Our founding partners - two highly respected law professors at Northwestern University and two former members of a prominent Chicago firm - were soon joined by like-minded colleagues also seeking an alternative to the large law firm environment. We have grown steadily ever since.
Barack Ferrazzano is not structured to be all things to all clients. However, the high levels of internal flexibility and extraordinary talent within our organization allow us to craft unusually practical and economical solutions to match client challenges and needs. This business-oriented approach has led many clients to engage Barack Ferrazzano to handle complex, time-sensitive, and high-stakes matters. Our reputation is based on our people and the results they achieve. The attorneys we select - many from the country's most renowned law firms and top U.S. law schools - leverage the environment we have created to become some of the finest lawyers available today.
Barack Ferrazzano's Corporate & Securities Group represents public and privately held domestic and international companies, as well as investors and boards of directors, in a wide range of corporate and securities law matters. Our broad experience includes mergers, acquisitions and sales of businesses, domestic and international joint ventures, public and private securities offerings and underwritings, SEC filings and compliance matters, corporate governance and stockholder issues, takeover and anti-takeover counseling, leveraged buyouts, private equity, venture capital, and corporate finance.
Corporate Counseling
The Firm's Corporate & Securities Group has a reputation among U.S. and international business leaders for its highly experienced attorneys and its focused attention to each client's strategic needs. Our attorneys regularly provide legal and business advice to our clients and assist them with their day-to-day business requirements. We serve as general counsel to a variety of established and rapidly growing domestic companies and as lead U.S. counsel to a number of large international companies. We also represent entrepreneurs and individuals whose businesses have evolved during the course of our representation from emerging entrepreneurial companies to publicly traded companies with institutional followings.
Mergers & Acquisitions
Mergers and acquisitions are among the focal areas of our practice. The Firm is regularly called upon to assist our regular private and publicly-held clients, as well as clients who retain us to act as special counsel on transactions requiring highly specific knowledge and experience, with stock and asset acquisitions, mergers, spin-offs, divestitures, joint ventures, and other strategic transactions. Our mergers and acquisitions experience is unusually diverse and unique. Over the past several years, we have represented domestic and foreign buyers, sellers, and financial intermediaries in diverse transactions involving clients in many different industries including financial institutions, luxury goods, retailing, manufacturing, motor vehicle, wine and spirits, energy, and high technology.
Securities
The Firm maintains an active practice representing and counseling issuers of debt and equity securities, and also regularly represents underwriters and other parties in securities transactions. The Firm has handled numerous domestic and international offerings involving a wide range of debt, equity, and hybrid securities. These offerings include initial and other public offerings by issuers, secondary offerings by stockholders, offerings relating to dividend reinvestment programs, exchanges of securities and employee benefit plans, and private placements. In addition, the Firm regularly assists its publicly-held clients with their periodic SEC reporting and disclosure requirements, including the requirements of the Sarbanes-Oxley Act.
In connection with securities transactions, the Firm participates in structuring transactions, drafts disclosure and selling documents, negotiates with or for underwriters, prepares applications to national exchanges, and provides general counseling for compliance with all applicable federal and state securities and corporate governance laws.
Takeover & Anti-Takeover Counseling & Litigation
Barack Ferrazzano attorneys have also represented issuers, management, and acquirors in a number of contested takeovers, tender offers, proxy fights, and self-tender offers for debt and equity securities. Our services in connection with these engagements include participating in litigation and acquisition strategy, preparing anti-takeover defenses (such as stockholder rights plans), and assisting clients in complying with applicable tender offer and proxy regulations and state anti-takeover statutes.
Barack Ferrazzano’s Intellectual Property Group has extensive experience in the protection, management, and enforcement of our clients’ intellectual property assets. Our IP Group understands the value of trademarks, copyrights, design patents and trade secrets, and how best to select, use, and protect these valuable assets. We have extensive experience in all facets of IP practice, including counseling, licensing, prosecution, business transactions involving intellectual property, registration, enforcement, and litigation. We represent clients in a broad range of industries, including fashion, cosmetics, motor vehicle, manufacturing, technology, health care, food and beverage, real estate, and financial services.
Trademarks & Trade Dress
We understand that our clients’ trademarks, logos, and trade dress are the cornerstone of their brands. We have extensive experience in all aspects relating to the development and protection of our clients’ trademarks and trade dress, and we count among our clients some of the world’s most well-known brands. Our trademark practice includes:
Right of Publicity
The right to control the commercial use of one’s identity, also known as the “right of publicity,” is an increasingly important area of intellectual property law as sponsorships and endorsements have become commonplace in advertising and as damages in right of publicity cases have risen substantially. Our Group has represented many famous brands in their collaborations with famous individuals and groups whose name, likeness, or image are an important asset. We also counsel lesser known clients regarding their recourse against others that misappropriate their personas for commercial use and rights of privacy issues such as intrusion, false light, and truthful publication of private facts. We believe that policing of proper use of one’s identity is essential for successful enforcement of a client’s rights of publicity and privacy.
Internet
We recognize that the legal issues relating to the Internet – including domain name protection, e-commerce, social media, and the hidden use of trademarks in metatags and key words – constitute a dynamic and increasingly important area of the law. Our IP Group is well-versed on these issues, and our practice includes:
Mergers & Acquisitions
Mergers and acquisitions are among the focal areas of our practice. The Firm is regularly called upon to assist our regular private and publicly-held clients, as well as clients who retain us to act as special counsel on transactions requiring highly specific knowledge and experience, with stock and asset acquisitions, mergers, spin-offs, divestitures, joint ventures, and other strategic transactions. Our mergers and acquisitions experience is unusually diverse and unique. Over the past several years, we have represented domestic and foreign buyers, sellers, and financial intermediaries in diverse transactions involving clients in many different industries including financial institutions, luxury goods, retailing, manufacturing, motor vehicle, wine and spirits, energy, and high technology.
Endorsements
When clients seek to elevate their brands or products through celebrity endorsements, brand ambassadors, social media influencers, and other media outlets, they call on Barack Ferrazzano. With more than 30 years of experience representing clients in a wide range of industries, our IP attorneys are well-versed in advising our clients in all aspects of this avenue of promotion – from identifying the benefits and risks to their assets, to developing crisis communication strategies with public relations firms. We regularly negotiate endorsement deals with celebrities and talent managers, and we have first-hand knowledge of the current industry standards.
Patents
We represent clients in utility and design patent matters related to litigation, counseling, and due diligence. Our litigation experience includes competitor litigation, as well as non-practicing entity defense. Our practice includes federal court and United States Patent and Trademark Office litigation. We have handled matters involving numerous technologies, including semiconductors, hearing instruments, x-ray devices, plastics, online gaming, software, biology, and mechanical devices. Our design patent experience has been applied to a range of products, including luxury goods, beauty products, and medical devices.
We also provide guidance to companies developing their patent portfolios and conduct competitive intelligence. Our group also evaluates complex technologies for investment due diligence and drafts contracts related to joint development agreements and acquisitions involving patent rights.
Advertising Review & Regulatory Compliance
We have extensive experience in evaluating the risks associated with advertising claims and campaigns to minimize the risk potential of litigation and regulatory enforcement actions. We are well versed in the FDA and FTC rules and regulations that apply to beauty products, including cosmetics, sunscreen, and over the counter supplements to provide guidance on regulatory compliance. Should claims arise, our seasoned litigators are adept at handling a wide array of claims, including false advertising, copyright infringement, trademark infringement, and claims under the California Consumers Legal Remedies Act.
Trade Secrets
We have extensive experience in the protection of our clients’ trade secrets and sensitive business information. We counsel our clients on how to protect their valuable trade secrets by developing trade secret protection programs. We draft, negotiate, and enforce confidentiality and non-compete agreements, and we litigate trade secret and non-compete disputes across the country.
Copyright
Our IP Group has a strong background in counseling and in protecting our clients’ copyrights, including:
Software
Our IP attorneys counsel entities and individuals engaged in the development, distribution, licensing, and other commercialization of software. Our work in this area includes:
Barack Ferrazzano has been selected by some of the world’s most prominent companies to represent them in their most significant legal disputes. Our Firm has assembled a group of highly skilled trial lawyers – seasoned partners and well-trained associates – who represent clients both forcefully and efficiently. Unlike some litigators, who spend years engaging in expensive discovery only to recommend settlement on the eve of trial, we are always ready to try cases when necessary, but strive to resolve problems early and economically when appropriate.
Barack Ferrazzano trial lawyers have handled a variety of cases, including disputes concerning:
We represent a diverse group of businesses in resolving these disputes, ranging from one of the world's leading oil and gas suppliers to large financial institutions, major telecommunications services providers, REITs, motor vehicle manufacturers, hedge funds, law firms, and consumer goods companies.
Our litigators have extensive experience in state and federal courts throughout the United States, on both the trial and appellate levels. We understand that we are asked to help resolve business problems, and we recognize that a trial is only one potential solution.
Because our clients' success often rests on our ability to design thoughtful, cost-effective solutions to complex scenarios, a significant part of our time is focused on strategic counseling and alternative dispute resolution.
Alternative Dispute Resolution
Members of the Litigation Group are experienced in a broad range of alternative dispute resolution techniques, including mediations, binding and non-binding arbitrations, mini-trials, and settlement trials with floors and caps. Many members of the Group also sharpen their skills and widen their perspectives by serving as arbitrators and mediators.
Counseling
The Litigation Group also has extensive experience in strategic counseling designed to minimize the likelihood of litigation or reduce the exposure to litigation when potential problems arise. For engagements requiring certain legal or industry focus, we assemble strong interdisciplinary teams designed to leverage the talents of attorneys in other practice areas. Barack Ferrazzano's Litigation Group is often involved in complex corporate and real estate disputes that benefit from the comprehensive experience of our corporate, real estate, and bankruptcy attorneys. Such a cross-functional approach has proved successful in resolving controversies ranging from dissenting shareholders' rights disputes to take-over litigation.
The Firm's efficient structure and staffing philosophy allow us to craft efficient teams designed to bring the strongest talent possible to every challenge. A litigation team is assembled for each assignment based on the skill and style required for that engagement.
The members of the Litigation Group are frequent speakers and authors on commercial litigation topics and regularly serve as instructors at educational programs sponsored by continuing legal education associations and various trade groups. As a result of extensive trial experience, our attorneys are familiar with the strengths and weaknesses of many of the nation's leading experts in various specialties.
The Real Estate Group of Barack Ferrazzano Kirschbaum & Nagelberg LLP has been a cornerstone of the Firm since its founding. We have earned the reputation as one of the premier real estate practices in the country, and are consistently recognized by Chambers USA and U.S. News Best Law Firms as one of the top real estate law firms. The combined experience of Barack Ferrazzano’s real estate attorneys encompasses virtually every aspect of real estate transactions, including the acquisition, development, leasing and sale of properties; the investment in, and financing of, real estate; and the restructuring of debt. Our attention to market realities and focus on business issues in formulating legal solutions results in value-added services for our clients. Barack Ferrazzano’s clients include publicly traded real estate investment trusts, private entrepreneurs, money center banks and other institutional lenders, pension fund advisors, private investment funds and other institutional investors, real estate developers and contractors, not-for-profit corporations, governmental agencies, and other domestic and foreign owners of real estate in the United States.
Real Estate Acquisitions & Dispositions
Barack Ferrazzano represents a broad range of owners and investors in buying and selling real estate and real estate-related interests. The real estate transactions we have been involved in include the acquisition and disposition of thousands of office, retail, housing, hotel, mixed-use, and industrial buildings in geographic locations throughout North America. We have represented Fortune 500 and other publicly traded companies and private investors in large portfolio acquisitions and sales, in the implementation of structures to permit tax-free exchanges, and in investments involving public and private funds. We have developed a network of relationships with other professionals in the real estate industry throughout North America, which allows us to provide efficient and comprehensive legal representation.
Real Estate Finance
One of the core strengths of our Real Estate Group is its extensive experience in real estate finance transactions. We represent lenders and borrowers in a wide variety of loans and credit facilities secured by assets in various sectors, including industrial, office, retail, mixed use, and healthcare. Barack Ferrazzano’s representation in this area spans the full range of financial legal services, including the structuring, negotiation and documentation of new and refinanced credits and investments. Our attorneys have successfully handled transactions involving real estate secured loans and commercial mortgage-backed securities, structured financing, syndicated credit facilities, subordinate and mezzanine debt, letters of credit, and bond financing (including industrial development, housing, and IDFA bonds). Several of our real estate attorneys have extensive experience with Shari’ah-compliant financing techniques. Our depth of experience and our relationships and familiarity with many financial institutions enable us to apply a highly efficient approach to complex credit facilities, including syndicated credit arrangements.
Commercial Leasing
Barack Ferrazzano's commercial leasing practice includes attorneys with in-depth experience representing landlords and tenants of both single- and multi-tenant properties, including industrial, office, retail, healthcare, and mixed-use properties. We handle leasing matters on a national basis for a number of clients, including leading international luxury goods retailers, publicly traded REITs, other publicly traded companies and high net worth private investors. We have developed lease templates and guidelines to enable our landlord clients to respond to changes in the leasing market in a timely fashion. We have extensive experience in build-to-suit transactions, ground leases, and leases for flagship retail properties. Our substantial experience in representing both landlords and tenants in leasing transactions has provided us with the ability to efficiently counsel clients in all matters of lease issues.
REITs (Real Estate Investment Trusts)
Barack Ferrazzano has extensive experience with REITs in numerous industries, including the industrial, office, and healthcare sectors. The Firm acts as primary counsel to several REITs and its representation includes not only REIT formation (whether via an IPO or otherwise), capital markets transactions, and creation of joint ventures with institutional investors, but also acquisitions, dispositions, and leasing in connection with REIT operations. Our comprehensive experience in REIT representation extends beyond our real estate practice group and requires coordination and integration with other highly qualified practice areas within the Firm, including tax, corporate, and securities.
Capital Market & Joint Venture
Barack Ferrazzano’s Real Estate Group has significant experience in structuring joint ventures with institutional capital providers on behalf of clients with real estate and development expertise. Our experience includes the structuring and formation of both joint ventures and co-investment programs on behalf of publicly traded companies, substantial private funds, and investment trusts. Among other matters, we have assisted in the procurement of subscription financing for joint ventures; negotiation of sale and leaseback transactions; and the tax-deferred contribution of substantial real estate assets, including industrial, office, and healthcare properties.
Development & Construction
Barack Ferrazzano’s Real Estate Group has been involved in a broad range of construction and development projects on behalf of various parties, including owners, developers, lenders, contractors, architects, and engineers. We have negotiated and documented numerous build-to-suit transactions (including on a build-to-suit lease or sale-upon-completion basis), including industrial, commercial, retail, and mixed-use projects in locations throughout North America. We have crafted development and construction document templates for clients seeking to efficiently and effectively develop projects locally and on a national basis. We also have extensive experience in handling design agreements for complex projects and state-of-the-art facilities involving world-renowned design professionals.
Loan Workout & Restructuring
When secured loans or other investments involving real estate require restructuring, our Real Estate Group applies its in-depth experience in restructuring and workout of troubled loans or investments to advising financial institutions, private equity funds, and other lenders. Working in close coordination with our litigation, bankruptcy, and corporate practices, our real estate attorneys provide comprehensive advice in addressing distressed credit matters. Our experience includes the restructuring or enforcement (through foreclosure where necessary or desirable) of mortgages and construction and mezzanine loans, as well as portfolio loans and syndicated secured credit facilities. The assets involved in such workout and restructuring transactions include all types of properties in locations throughout the country. We also have extensive experience in representing investors and private equity funds in the acquisition of distressed loan portfolios and similar investments.
Zoning & Land Use
Our zoning and land use practitioners have handled zoning, subdivision, and land use matters throughout the country for both commercial and non-commercial developments. We have handled many zoning engagements involving the representation of communications and utility companies in contested zoning matters. Our practice in handling communications matters employs an interdisciplinary approach, which draws upon the experience of our real estate and litigation attorneys. Other representative matters include handling zoning permits for healthcare, residential, and rehabilitation facilities.
Real Estate Litigation
Given that real estate is a principal focus at Barack Ferrazzano, our Litigation Group possesses a broad range of experience in handling real estate-related litigation matters. Our litigators are well-versed in the unique controversies involving real estate ownership, development, acquisition, disposition, leasing, foreclosures, and bankruptcy, as well as matters involving zoning, condemnation, landlord-tenant, mechanics liens, and easement issues. We also have had extensive experience in dealing with contested title insurance claims.
