What a month! In July, Willow welcomed new clients, negotiated definitive agreements for long-standing clients and even made time for some fun on the golf course for a great cause. Here are a few of our favorite highlights:
1. Willow was thrilled to welcome a new corporate client to the firm this month that provides internet connectivity and in-flight entertainment packages to airlines across the globe. Sarah is currently serving this client as general counsel and is thrilled to be a part of such a dynamic company.
2. After several months of strategic planning and negotiation, Willow represented an upstream oil and gas company entering into a trade agreement for the exchange of approximately 400 net leasehold acres with another regional player in the industry.
3. Willow continued to build its intellectual property practice this month by working with a new client in the process of developing an online business. Willow is assisting this client in trademark strategy, design and registration and will be involved in all phases of securing and maintaining trademark protection for the business.
4. Over the past several months, Daniel advised a nonprofit corporation on the process of its dissolution. This was a well-funded organization, and Daniel exercised great care and creativity to ensure the organization’s funding was dispersed in a manner consistent with its charitable purpose, its bylaws and the goals of its leadership team.
5. Sarah and Daniel attended one of their favorite annual charitable events this month – the Medbrook Children’s Charity’s 24th annual Party with a Purpose Golf Classic. The Charity funnels the proceeds of this event directly into community initiatives and organizations providing services, medical assistance and daily necessities to children in need.
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Willow wrapped up the first half of 2024 by negotiating a large volume of commercial agreements, welcoming new clients and sponsoring some of our favorite community events. Here are a few of the highlights:
1. Sarah and Daniel represented a private equity client in the review and negotiation of over 100 diligence-related documents this month! These documents included confidentiality agreements, non-reliance letters and click-through agreements and agreements containing other restrictive covenants, such as standstills, non-circumvention agreements and non-solicitation agreements.
2. Willow advised clients on various legal agreements essential for running a business, including closing new credit facilities and negotiating new commercial agreements. Willow strives to understand all aspects of each client’s business to ensure their agreements support their operating goals while mitigating their risk to the fullest extent feasible.
3. Willow on-boarded three new private equity clients this month and are assisting their internal compliance departments with the implementation and maintenance of procedures designed to satisfy and maintain compliance with certain obligations to their investors. Assisting private equity sponsors with their fund-level obligations is one of Willow’s core areas of expertise, and we are always thrilled to assist new clients with these complex issues.
4. Willow was thrilled to sponsor and participate in two of our favorite annual community events this month. Sarah volunteered at the Associated of Businesses of Bridgeport’s Annual Summer Kick-Off Party, with her family joining in the festivities offered along Main Street Bridgeport. Daniel also enlisted the help of his family to volunteer at a water station during the Derek Hotsinpiller Fallen Stars Memorial 5K. Although we serve most of our clients virtually, Willow is committed to giving back to the community in which we live.
5. We are thrilled to share that our summer intern, Ryan Badmaev, accepted a full-time associate attorney position with Willow! Ryan is currently studying for the WV Bar exam but will re-join the firm in September. We are so excited to welcome Ryan to our team on a full-time basis!
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For Willow, the hallmark of May was certainly helping clients navigate complex legal issues that arise in the ordinary course of their business. Although Willow assisted clients on a few transaction closings this month, Sarah and Daniel spent most of their time in the role of “trusted advisor” by advising on complex corporate agreements, researching state and federal statutes and advising clients on how to operate in a practical and efficient manner while maintaining compliance with various applicable laws and regulations. Here are a few of the highlights:
1. Willow advised key members of a management team on various aspects of its current compensation package in anticipation of upcoming discussions with its board of directors. Willow has many years of experience on corporate governance matters and is poised to review corporate policies and agreements among various corporate stakeholders to help our clients identify key issues and develop a strategy that is defensible and aligned with their goals and the goals of the company.
2. Willow prepared various securities-related documents to facilitate a privately held corporate client in accepting an investment from an international business entity. This investment secures the financing necessary for our client to advance to the next phase of its business model, and we are so excited to be part of their story.
3. In other securities-related work, Willow advised an established investor network on disclosure requirements that may arise in connection with certain investment activities and how to structure investments to fall within an applicable exemption from those disclosure requirements.
4. After assisting a client in the divestiture of substantially all its oil and gas assets earlier this year, Willow assisted this client in the sale of its remaining real and personal property and in the provision of seller-backed financing to the buyer. The combination of these two transactions allowed the sole owner of the business to start what is hopefully a long and healthy retirement.
5. On May 13, Willow celebrated its 5th anniversary of being in business! Here are a few words from Willows’ founder, Sarah Moore.
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Five years ago today, I formed Willow Legal Advisors. My plan was to be a transactional attorney in my home state of West Virginia and to provide corporate legal services to locally owned businesses, as well as private equity sponsors across the country. To my knowledge, there were no other attorneys that had built such a practice, and I confidently believed that I was “filling a hole” in the industry. When I look back on my business plan, list of goals and the numerous iterations of each, I’m surprised by how bold I was. I had never practiced in West Virginia, only Texas; I had never been responsible for sourcing my own work; and, I had spent many years enjoying a “Big Law” salary. Yet, not once did I write words of doubt or failure.
Instead, I used Excel spreadsheets to set various annual salary targets for myself and work backwards to evaluate different revenue goals and operating budgets and, from there, work even further backwards to determine my hourly rate and the average number of billable hours required to make my budget work. I also re-visited my past annual performance reviews and listed my most cited strengths and weaknesses in another file. I used this information to understand and develop my brand and to develop specific accountability practices. This early exercise of defining the quantity and quality of my offered services was imperative to my ability to wake up each day with a sense of direction.
In starting my practice, I was fortunate to have good relationships with clients I supported in Big Law who were confident in my ability to assist them on my own. I was also able to offer lower hourly rates, flat fees and other alternative fee arrangements, while being determined to maintain the same best-in-class level of service to which they were familiar. I believe this early commitment to client care and Big Law standards was the primary driver of the success that followed as it supported better professional habits, more trusted client relationships and word-of-mouth referrals. I learned to be both a business owner and an attorney, both of which are necessary in a small practice.
In short, it worked. However, the firm has grown in many ways I didn’t envision 5 years ago. I have a full-time associate, Daniel, that has been with Willow for over 2 years. In Daniel, I have an exceptional young associate and an ambitious colleague who will undoubtedly support Willow’s continued growth and excellence into the future. We represent businesses coast-to-coast across a variety of industries and are constantly developing new areas of expertise and expanding our offered services to fit our clients’ needs, well beyond my first drafts of Willow’s business plan. This growth has been entirely organic, and we are so grateful to our amazing clients for always supporting our small firm.
I almost let this 5-year milestone pass without acknowledgement. I formed Willow with long-term expectations, so it almost feels inevitable. However, I realize that it wasn’t inevitable. It took courage, dedication and a lot of hard work, and I am so incredibly proud of this firm, my associate Daniel, the clients we serve and the work we perform. The legal industry is changing – from AI and cloud-based services to remote work and fee structures, and Willow will continue to be a small but mighty leader at the forefront of this evolving profession for many years to come.
The past 5 years represent the best professional experience of my life, and I am so excited to see what we build and accomplish over the next 5 years. I have no doubt that it will be a thrilling ride.
Thanks for reading.
~Sarah
For Willow, there was no shortage of variety in April! We provided legal services to Texas and West Virginia-based companies and assisted with transactions in numerous states and countries. We served for-profit and non-profit companies and clients in the oil and gas, water treatment, manufacturing and bio-tech industries. We negotiated numerous types of commercial agreements and assisted with various potential transactions. It was an exciting month, and we are excited to share a few highlights:
1. Willow was thrilled to welcome a new Texas-based bio-tech company as a client this month. As this client grows and takes on new investors, Willow will advise on various securities and governance related legal matters.
2. Willow assisted clients in both Texas and West Virginia in negotiating various commercial agreements, including gas processing agreements, subcontractor agreements and master service agreements. Many of these agreements start as form documents, however, Willow approaches each form with due regard to the actual work being performed to ensure that the agreement reflects the parties’ intent, and that risk is appropriately allocated between the parties.
3. Willow routinely represents private equity clients in the early phases of evaluating potential transaction opportunities and, in April, Willow negotiated over 100 diligence-related documents! These agreements related to private debt transactions as well as equity investment opportunities throughout the country and even the world.
4. Closing transactions and negotiating agreements is essential to Willow’s continued success, however, it is such a pleasure when our clients call us to get our “thoughts on an idea” or to “help prepare for a meeting.” We care so much about the health and well-being of our clients, as businesses and as individuals, and it is the ultimate compliment to be asked to advise on issues beyond the four corners of a legal document. This happened numerous times this month, and we are so grateful to have the trust of our clients.
5. On April 1, Ryan Badmaev joined Willow as a summer associate! Ryan will graduate from WVU Law School in May, and we are eager to have him as part of the team.
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The information provided in this article does not, and is not intended to, constitute legal advice; instead, all information, content, and materials are for general informational purposes only.
Willow’s first quarter of 2024 wrapped up by closing several transactions and advising on a variety of commercial agreements. Willow loves closing transactions because each one memorializes a client’s vision coming to fruition, and we are always excited to review and negotiate agreements designed to expand a client’s commercial activities. Here are a few highlights:
1. Willow represented a client in the sale of nearly 200 oil and gas wells along with other real property rights. Willow prepared both the sale and financing documents for this seller-financed transaction and was thrilled to be a part of our client’s well-deserved retirement.
2. Willow assisted an oil and gas client on the closing of an acreage trade agreement with another production company. This deal was a bruiser! It was in the works for nearly 18 months, and we were thrilled to hear our client’s relief at finally bringing this one across the finish line.
3. Willow represented a client in the sale of a retail sales business. This business was a passion project straight from our client’s heart, and our client was eager to pass the reins of her thriving store to an energetic group committed to the business’s future expansion and success.
4. On the commercial front, Willow assisted an oil and gas producer in the review and execution of commercial agreements regarding increased recovery of certain natural gas liquids. These sorts of agreements allow production companies to leverage their NGL recoveries in response to favorable commodity pricing and are also indicative of a sophisticated and adaptive management team.
5. Willow assisted a long-time client with the review of several agreements relating to the client’s hedge fund strategies. Willow has traditionally assisted this client with their private equity fund-related agreements and was excited to assist with the client’s hedge fund strategies as well.
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We asked our Associate, Daniel Reitz, to share his perspective on what makes our firm different from other firms. Please read below to see what he had to say.
To me, Willow stands out from other firms because our ability to adapt and serve across a diverse range of clients, locations and legal issues. Although we primarily work with businesses, we often develop a strong relationship with the owners and other members of the team. Through these personal contacts we frequently get the opportunity to assist these individuals with matters that may be unrelated to the corporate client, such as real estate transactions or estate planning. Further, being primarily a virtual firm, we can (and do) represent clients across the country, and it has been a rewarding experience to work closely with clients with differing life experiences and insights (even though we may be separated by geography). The varied clients with various issues have created a culture of constant learning for us, which pushes us to continually increase the value we are able to provide going forward. We have an expectation that we will continually learn new skills and find ways to become better attorneys: a pursuit which helps ward off any monotony that may come from being a stuffy lawyer.
– Daniel
Sarah and Daniel started January focused on firm-planning and organizational improvements and ended the month working on several transactions for newly onboarded clients. It was a fun month of growth for Willow! Here are a few of the highlights:
1. Willow implemented a new document management system to store its firm and client files on an organized and secure cloud-based server. This may not sound too exciting; however, this is a huge milestone for Willow, and we are thrilled to be using a sophisticated system that adds efficiency to our work product and significantly improves internal communication.
2. Willow updated an oil and gas client’s form of master service agreement in response to recent litigation and changes in market norms. While many companies adopt forms without making routine updates, we ensure our clients are aware of changes in the legal landscape so they can decide when changed circumstances support amending or replacing form agreements.
3. Willow assisted a new client in the sale of nearly 200 oil and gas wells along with other real property rights. As this deal is seller-financed, Willow prepared both the sale and financing documents for the transaction, which will close in February.
4. Willow assisted a long-time corporate client in adopting certain governance policies that promote better transparency among members. Willow also assisted this client in preparing documentation to support its effort to become a certified women-owned business.
5. Sarah had a blast judging the first round of the inaugural Ignite WV Competition. The finalists will compete in April during Bridging Innovation Week and, in the meantime, will go through trainings, mentoring and benchmarking with the goal of being awarded $100,000 or more (depending on need) of technical assistance funds in the final round of the competition.
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The information provided in this article does not, and is not intended to, constitute legal advice; instead, all information, content, and materials are for general informational purposes only.
For our firm, December is usually spent helping our clients finalize projects by year-end and taking some time to enjoy the holiday season with our families. This year was no exception! Below are a few of the highlights from December at Willow Legal Advisors.
1. Willow advised an oil and gas company with operations in Appalachia on its sale of certain oil and gas properties located in both Doddridge and Harrison County, West Virginia. In connection with the sale, Willow’s client divested itself of several shallow gas wells while retaining its deep leasehold rights. This transaction was executed on a rapid timeline to achieve the client’s goal of closing before year-end. The parties were thrilled to close well-before Christmas, and Willow was excited to assist.
2. Willow assisted a DC-based private equity sponsor with wrapping up its MFN election process by reviewing the elections made by the fund’s existing limited partners and preparing procedures designed to ensure that our client complies with its reporting obligations to investors. The implementation of MFN elections is a tedious and overwhelming task, but Willow has vast experience with, and a deep understanding of, fund compliance issues and is always thrilled to be part of the process.
3. Willow loves advising small businesses on the various random legal issues that inevitably arise from time to time when running a business. These issues are often distracting and, frankly, annoying to our clients, and we are happy to be able to take them off our clients’ plates so that they can focus on their daily operations. This month, Willow did just that by assisting a client with a nagging, unresolved insurance claim from a Spring 2023 incident. Willow has sent letters, had phone calls, drafted damage summaries and taken whatever steps necessary to ensure our client is made whole from an insured incident, and our client was relieved to know that we were handling it while he and his team focused on business operations.
4. On December 16, Willow participated in the annual Wreaths Across America service at the Grafton National Cemetery. Although Sarah and Daniel had participated in this event in prior years, this was the first year that Sarah and her family had the honor of placing a wreath on her father’s grave marker where he was laid to rest in 2023. Willow also had the pleasure of supporting a daughter of one our clients who successfully raised enough funds to sponsor 1,700 wreaths! We are so proud of her and were honored to participate in such an important, thoughtful event.
5. Finally, the Willow team had a lovely holiday dinner at Wonder Bar Steakhouse. Sarah and her husband, Craig, and Daniel and his wife, Emily, had a perfect evening with great conversation and awesome food – although they missed Ashley and Dustin who were celebrating the holidays with family at Disney!
If you are curious about the MFN election process mentioned above and other private-equity basics, please feel free to browse our online private equity glossary: Private Equity Glossary | Willow Legal Advisors.
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The information provided in this article does not, and is not intended to, constitute legal advice; instead, all information, content, and materials are for general informational purposes only.
