Kelley Drye

Attorneys & Professionals 

Rebecca Landon Tzou

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Washington, D.C.
Phone: (202) 342-8543
Fax: (202) 342-8451
Rebecca Tzou is an associate in the firm’s Washington, D.C. office. Her practice focuses on general business transactions, specifically corporate and real estate law, including mergers and acquisitions, commercial leases, real estate and corporate financings, various healthcare and telecommunications product and service contracts, corporate governance and corporate due diligence.

Ms. Tzou has participated in numerous commercial transactions for the acquisition and sale of businesses including the sale of a software company in its sale to a NYSE-listed company, the sale of a local toy store, the sale of a regional nursery to an internationally known home improvement and garden company, the purchase and sale of numerous shopping centers and apartment complexes in the D.C. metropolitan area and acquisitions of additional divisional businesses for a nationally known education company.

Ms. Tzou regularly advises landlords and tenants in connection with the leasing of commercial real estate, including office, retail and warehouse space. Ms. Tzou also counsels clients on numerous commercial matters, including: structuring and restructuring of business entities pursuant to merger, reincorporation, dissolution or other methods; employment and severance matters in connection with the purchase and sale of a business or on an individual basis; resolving disputes by business owners under shareholders agreements, voting trusts and other internal governance mechanisms.
Representative Experience
Coordinated and negotiated, with a team of Kelley Drye attorneys, the sale of Telarix, Inc., a Northern Virginia-based company providing worldwide cost optimization services in the telecommunications industry. Prior to the sale, negotiated and documented the company’s new office lease and various banking modifications and facilitated ongoing efforts to effect corporate governance requirements for the company and its subsidiaries in India, Malaysia and Singapore.

Drafted, negotiated and closed numerous commercial leasing transactions. Advised both tenant and landlord clients regarding rights and obligations under commercial leases, subleases, lease terminations and subordination/non-disturbance agreements including:
  • Represented a provider of personal services located in Washington, D.C. in lease negotiations to expand their business to a new 20,000+ square foot, multi-floor office suite.

  • Negotiated an office lease for a provider of management augmentation services to consolidate their offices and relocate to 24,000 square foot office space in Herndon, VA.

  • Represented clients all over the country from a wide range of industries, including a prominent accounting firm with offices in several states, a franchisee food concessionaire in airport and shopping mall locations, an international medical laboratory with thousands of locations, a local restaurateur expanding into the D.C. upscale dining arena, and a nationally known education company, with complex lease negotiations.
Assisted with the management of a divestment transaction in the sale of more than 140 gas stations, located in Maryland, Virginia and D.C., by a Fortune 5 petroleum manufacturer. The transaction constituted the largest divestment transaction in the petroleum industry outside of a merger context.

Represented petroleum manufacturer in large scale and single site divestment transactions in New Jersey, New York, Pennsylvania and Georgia.

Advised, in an on-going project, a national medical laboratory operation regarding hundreds of its standard and transaction specific contracts.

Assisted a nationally known telecommunications company with a corporate restructuring of more than a dozen separate entities, both American companies formed in various U.S. states as well as several of the client’s international entities. Reviewed files and applicable filings on the various entities, prepared documentation to effect the reorganization and supervised the execution of the transaction. Provided additional services to further facilitate the transition to a more streamlined organizational structure and memorialize the event in connection with banking relationships and other internal requirements.

Negotiated the acquisition and financing of a business that utilized cutting-edge robotic technology to install fiber optic cable.

Jointly managed numerous transactions for an international facilities-based long distance company including venture capital financing, acquisitions and roll-up transactions, and sale of company in conjunction with IPO transaction.

Performed various functions as Maryland corporate counsel for one of the largest complexes of investment companies sponsored by a Fortune 100 company which included securities registrations and issuances, corporate and shareholder governance, and capital transactions.
Community Activities
Girl Scouts and Boy Scouts of America
Neighborhood Watch and Community Outreach
Pro Bono
Lawyers’ Committee for Civil Rights Under Law Election Protection
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February 1, 2010

Washington D.C. Business Practice Newsletter