James counsels corporate clients of all sizes in complex commercial transactions, mergers and acquisitions, entertainment and advertising law, securities, executive compensation, telecommunications, and risk management/insurance policies.
Business & Commercial
- James has prepared numerous multi-million dollar and multi-billion dollar aluminum can supply agreements and agreements to sell recycled aluminum to aluminum producers.
- He devised the governance agreement for a purchasing consortium designed to deliver millions of dollars in cost savings to its Fortune 500 members.
- James developed a form of distribution agreement to manage product distribution through a nationwide system of over 700 independent wholesalers.
- His expertise includes the development and negotiation of global service agreements with telecommunication and wireless telecommunication service providers worth billions of dollars, and a host of design-to-build software agreements, enterprise software licenses, disaster recovery service agreements, and software maintenance agreements.
- James has negotiated and prepared thousands of complex commercial contracts including purchase, supply, non-disclosure, licensing, lease, real estate, employment, independent contractor, indemnification, fulfillment, distribution, non-compete, joint venture, and operating agreements.
Mergers & Acquisitions
- James was part of the legal team that structured the $52 billion acquisition of Anheuser-Busch by InBev.
- James helped lead Anheuser-Busch InBev’s divestiture of four aluminum can manufacturing plants to Ball Corporation for $577 million.
- He negotiated the acquisition of a multi-million dollar equity interest in a European bottled water producer and structured the associated import and distribution relationship.
- James devised a unique joint venture structure for the acquisition and management of craft brewers and applied and modified the structure to five separate acquisitions totaling in the millions of dollars.
- In other M&A matters, James closed convertible debt financing of a domestic nutraceutical beverage producer, supervised Spanish local counsel in the divestiture of an equity interest in a European theme park, and structured and closed the divestiture of a Thai joint venture.
Securities
- James has prepared and filed proxy statements, periodic reports, financing and employee plan registration statements, current reports, and other securities filings for NYSE-listed companies.
- He has managed Section 16 reporting and prepared annual compensation committee reports for a NYSE-traded company.
- James has advised treasury departments and corporate secretaries regarding compliance with ‘33 Act, ‘34 Act, Sarbanes-Oxley, Section 16, Rule 144, and other securities laws.
- James coordinated dozens of federal and state Regulation D filings for start-up biotechnology companies and low-income housing investment funds.
- James led the private placement of $29.5 million in equity in a privately held IT-related company and prepared the prospectus, prepared all state and federal securities filings, and negotiated all relevant agreements.
Executive Compensation
- James has structured plan documents, prospectuses, and election forms for a phantom stock-based directors deferred fee plan for a public consumer product company.
- He prepared plan documents for two 162(m)-qualified cash incentive plans for the CEO and other named executive officers of a public company and a prepared a broad-based cash incentive plan for other executives.
- James advised human resources departments regarding the effects of a change in control on executives with change in control agreements and participants in over one dozen employee benefit plans.
- James has prepared incentive stock option plans, option agreements, and prospectuses for NYSE-traded companies and large privately-held companies.
Entertainment & Advertising
- James has managed the legal aspects of relationships with advertising agencies and media buyers for an advertising budget of over $1 billion and developed forms to be used by media buyers for on-line advertising purchases.
- He oversaw all legal aspects of the start-up of an entertainment-on-demand website, including procuring all programming and talent.
- James negotiated and drafted dozens of exclusive product placement, co-marketing and co-promotion agreements with motion picture, television and theatre properties, and agreements for the development and production of shows at theme parks.
Prior to returning to The Stolar Partnership, James served as in-house counsel for Anheuser-Busch Companies, Inc., the owner of the two largest beer brands in the world, one of the world’s largest aluminum can recyclers, and former owner of the SeaWorld and Busch Gardens theme parks, and Solutia, Inc., a chemical products manufacturer.
Professional Affiliations