Mark E. Peterson

Mark E. Peterson


Mark E. Peterson's Profile Image
Phone: 916.492.5060
Bio Representative Matters Speaking/Writing Of Note

Mark E. Peterson is the managing partner at Diepenbrock Elkin Gleason LLP, focusing on general business matters, corporate finance transactions, securities offerings, franchising and business succession planning. Mark represents public and private businesses (ranging from small startup businesses to large multinational corporations) and individuals from many different industries. Mark counsels clients in the formation of for profit and nonprofit corporations, limited liability companies, partnerships, trusts, joint ventures and collectives. He also advises clients, including corporations and individual directors and shareholders, in complex corporate governance issues, such as board and shareholder disputes.

Mark represents clients in all manner of business transactions, including mergers, acquisitions, divestitures and joint ventures ranging from small acquisitions to multi-billion dollar mergers. He also represents both borrowers and lenders in secured and unsecured financing agreements ranging from small short-time loans from individuals and local banks to multi-billion dollar syndicated loans from large international banking syndicates. Mark also counsels issuers in debt and equity financing offerings through state and federal securities law issues.

Mark advises clients, both franchisors and franchisees, regarding franchise agreement disputes. Mark has represented multiple franchisors through the application and renewal process to register franchise disclosure documents with the California Department of Business Oversight. He also guides clients through the business succession planning process, including both ownership and management transition planning, family business generation transfers and management buyouts.

Mark is active in a number of charitable and civic organizations, including the Rotary Club of Sacramento Breakfast, where he has served as the president, Bloodsource, where Mark has been an active board member since January 2015, and local troops of the Boy Scouts of America. Mark also represents a number of local charities on a pro bono basis, including Wellspring Women’s Center and Legacy 5 Foundation.

Mark originally began practice in Sacramento in 2006, and returned to Sacramento in 2010 after two years working for Baker & McKenzie, a large international law firm in Dallas, Texas, where his practice focused on complex business transactions, debt and equity financings, international mergers and acquisitions and federal securities law matters, including registrations under the 1933 Securities Act and SEC compliance and reporting matters under the 1934 Exchange Act.

Mark is a member of the State Bar of California and the State Bar of Texas.

Mark obtained his B.A. in Economics from Brigham Young University in 2002. He earned his J.D. degree, Cum Laude, from the University of Michigan Law School in 2006. While at law school, Mark was a member of the Michigan Law Review.

Business

Advised a regional nonprofit corporation in its acquisition by merger of a struggling nonprofit corporation in an adjacent region.

Represented a target corporation in a merger between a large national construction company and a regional specialty construction corporation.

Represented European entity, similar to an LLC, in its acquisition of a technology company in central United States.  Responsible for all aspects of due diligence and negotiating and drafting the relevant purchase agreements.

Represented a U.S.-based international energy corporation in its sale of a minority stock interest to a company organized under the laws of Singapore.  Assisted in negotiating and drafting the stock purchase agreement, convertible debt instruments, registration rights agreement and other related documents.

Counseled and represented a shareholder in a transaction to acquire the majority interest from the other owners of an existing restaurant and bar.

Advised a large international software company in its acquisition of a U.S.-based software corporation.  Negotiated and drafted the asset purchase agreement, assignment and assumption agreements, intellectual property transfer documents, and other related documents.

Advised multimillion dollar family-owned manufacturing business through ownership transfer to the next generation together with a new financial management team that took minority ownership interest.

Counseled and represented a shareholder in a transaction to acquire the majority interest from the other owners of an existing restaurant and bar.

Counseled family general partnership in its ongoing ownership of real property, including transition to an LLC and renegotiation of existing mineral lease agreements with a power plant operator.  Advised family regarding the transition of ownership and management to the next generation.

Counseled a large corporation through management succession upon the retirement of Chairman of the Board, including the replacement of an ineffective transition President.

Advised a local corporation which owned and operated a gas station, automobile repair shops and rental properties regarding an ownership transition issues associated with an asset sale and estate plan.

Counseled multimillion dollar manufacturing business in California regarding the transfer on the death of its principal shareholder of the company’s stock to charitable trust, while maintaining preferred stock returns to uninvolved spouse.  Also advised regarding the prospective management transition from the founder to new management team on death of the founder.

Advised family-owned technology company through its transition planning using stock option agreements and eventual management takeover by key employees.

Advised a family run lobbying firm regarding transition planning to key management personnel on the retirement of the main lobbyist.

Counseled a startup corporation through its initial sale of securities to outside investors.

Represented large privately-held corporation in its qualification of a series of debt securities offerings with the California Department of Corporations.

Advised an operating corporation in acquiring a large private loan.  Negotiated and drafted relevant documents, including a security agreement, financing statements, loan agreement and promissory notes.

Assisted in representing a public company in securing a multi-billion dollar asset-based syndicated loan and line of credit for multinational public company.  Negotiated and drafted the loan agreement, guaranty, collateral documents, borrowing base documents, disclosure schedules and other associated documents.

Advised and represented nonprofit corporation in its initial issuance and subsequent reissuance of tax-exempt bonds.

Advised a large corporation in securing a multi-million dollar operational line of credit from a major national bank.

Counseled a large agricultural corporation through the process of regular board meetings and advised its board on issues relating to interested director transactions following discovery of improprieties by a former shareholder and board member.

Counseled a large manufacturer on issues concerning the Foreign Corrupt Practices Act with respect to its business operations in the Far East.

Advised a local professional corporation through the process of documenting its corporate records.

Represented large privately-held corporation in its qualification of a series of debt securities offerings with the California Department of Corporations.

Advised a large manufacturing corporation regarding claims by distributors which were governed by federal regulatory agencies.

Counseled major agricultural corporation concerning a court directed buy-out of a shareholder pursuant to Corporations Code section 2000 upon action to dissolve the corporation.

Counseled a large manufacturer on issues concerning the Foreign Corrupt Practices Act with respect to its business operations in the Far East.

Advised and represented client registering multiple trademarks with United States Patent and Trademark Office.

Represented a corporation in the acquisition of software and other intellectual property rights from a dissolving competitor.

Represented a client in licensing its proprietary intellectual property marks to a third party vendor.

Assisted large family partnership that owns considerable real property in conversion from a general partnership to a limited liability company, including preparing its operating agreement and related formation documents.

Counseled a startup venture on the preparation of its formation documents as a limited partnership in heavily regulated industry.  Prepared all formation documents for the limited partnership.

Guided an individual through the selection of an appropriate entity to purchase an existing restaurant.  Organized a new corporation and prepared all necessary agreements to transfer ownership of the restaurant’s assets to the newly formed corporation.

Advised regional specialty construction company through its formation as a corporation, including preparation of articles of incorporation, bylaws, shareholder agreements and related formation documents.

Advised a construction company certified as a Disabled Veteran Business Enterprise in its compliance with the changing certification regulations.

Counseled WBE regarding principal’s ownership transition to key employees, while maintaining status as WBE.

Counseled Minority-Owned Business Entity in sale of minority interest to large corporation.

Counseled franchisee in terminating existing franchise after failures by the franchisor to observe the franchise agreement.

Advised regional franchisor in registering and renewing its franchise disclosure documents with the California Department of Corporations.

Advised new franchisor in development of its franchise agreement and the franchise disclosure documents necessary to register under applicable state franchise laws governing offers and sales of franchises.

Advised franchisor in resolving disputes with delinquent and nonconforming franchisees in its national service franchise system.

Represented franchisee in resolving a dispute involving unregistered franchise documents.  The franchisee was able to retain control of disputed marks, property and intellectual property.

Counseled a startup venture on the preparation of its formation documents as a limited partnership in heavily regulated industry.  Prepared all formation documents for the limited partnership.

Represented large privately-held corporation in its qualification of a series of debt securities offerings with the California Department of Corporations.

Advised and represented a client in a complaint proceeding before the California Energy Commission.

Counseled a group of first responders in creating a nonprofit foundation to support organizations involved in emergency response and preparedness.

Counseled family of deceased shareholder in a purchase of shares by remaining shareholders.

Counseled majority shareholders of a closely-held corporation on proper governance and other procedures necessary upon a dissolution motion filed by minority shareholder.

Counseled and represented a shareholder in a transaction to acquire the majority interest from the other owners of an existing restaurant and bar.


Litigation

Counseled major agricultural corporation concerning a court directed buy-out of a shareholder pursuant to Corporations Code section 2000 upon action to dissolve the corporation.

Mr. Peterson is member of the California State Bar Business Section, and the Business Section of the Sacramento County Bar Association.  Mr. Peterson is an active member of the Rotary Club of Sacramento Breakfast.  Mr. Peterson was a member of the University of Michigan Law Review.

Diepenbrock Elkin Gleason LLP
500 Capitol Mall
Suite 2200
Sacramento, CA 95814
Phone: 916.492.5000
Fax: 916.446.2640