Greg Russell has practiced business transactional work for more than 30 years. He has a broad-based practice including external general counsel representation, mergers and acquisitions, corporate finance, real estate, succession and exit planning, and counseling on general business issues overall.
External General Counsel
Greg serves as the functional equivalent of an external general counsel for a number of businesses. These range from “mom and pop” companies to those having over $500 million in annual revenue. In learning the intricate details of these client businesses and their operations, he is in a significantly more connected position to provide strategic legal and business advice consistent with their strategic business goals and legal objectives.
Mergers & Acquisitions, Business Purchases and Sales
A great deal of Greg’s practice is focused on mergers and acquisitions. He has developed significant experience in this area, particularly with respect to representing buyers and sellers in dozens of transactions. Many of these matters involve representing closely-held and family businesses that typically range in value of $5 to $150 million. Greg has developed a specific practice around buyer representation, with a focused process for assisting clients in acquiring businesses in a highly efficient manner. He advises on their due diligence, acquisition financing and related matters.
Corporate Finance and Securities Offerings
Greg assists clients in raising capital to acquire businesses and commercial real estate properties. Greg also has expertise in connection with the formation of investment and real estate funds ranging in size from $25 to $75 million.
Real Estate and Construction
Greg represents buyers and sellers of real property; forming special purpose entities to hold and manage property; representing promoters and developers in raising capital; syndicating real estate transactions; and helping clients obtain project financing through Fannie Mae, Freddie Mac, and the SBA. He provides counsel and advice to clients in all aspects of development and financing (including tax-free exchanges), prepares partnership and LLC agreements and financing documents, and represents real estate syndicators, contractors, owners, developers, lenders, property managers, and other industry participants.
Succession and Exit Planning
At some point most business founders desire to sell or transfer their business to the next generation. Greg assists business owners in succession and exit planning through business sales, next generation business transfers, sales to employees, and other company dispositions, with a focus on tax-advantaged transactions.
With a broad-based corporate advisory and transactional background, Greg’s practice also includes advising businesses and business owners on shareholder and partner agreements, commercial transactions, asset and stock purchases, and commercial finance and related transactions (including private placements of securities under Regulation D). He also represents clients in the negotiation, drafting, and review of complex business agreements, executive compensation matters (including deferred compensation through option and other incentive programs), and shareholder disputes (including shareholder “divorces”).
Background and Personal
Aside from practicing law and family matters, Greg is passionate about helping to improve his community. He has been instrumental in a number of community programs, many for more than twenty years. He has served as a volunteer lawyer at the Eastside Legal Assistance Program since 1991, and, since 1991, has been a board member and/or officer with the Downtown Action to Save Housing. He is currently serving on the board of directors for Transforming Age and At Work! (where he is currently Chairman of the Board).
- Speaker/panelist; Association of Washington Business Member (2019), Seminar: 12 Mistakes to Avoid When Selling Your Company
- Primary Author, Washington State Bar Association Partnership and Limited Liability Company Deskbook, Chapter 4 (Limited Liability Companies: Rights and Relationships Among Members and Managers) and Chapter 8 (Transfers of Membership Interests, Mergers and Conversions of Limited Liability Companies)
- Speaker/panelist: Getting the Deal Done Seminars: Tips from the Trenches on M&A Transactions (annually 2007-present)
- Speaker, Pacific Tax Institute (2013), Retaining a Company’s Best and Brightest: Legal and Tax Considerations in Compensating Key Employees
- Speaker, Pacific Tax Institute (2015), Considerations in Exit or Succession Planning: Five Key Steps