Laurence M. Smith


F: (973) 368 1137
Overview Experience Insights News Education and Credentials Recognition and Community


Laurence "Larry" Smith is a corporate lawyer who serves as a trusted adviser to public and private companies, boards of directors, and investment and commercial banks. Larry advises clients on a wide range of strategic matters including mergers and acquisitions, private equity transactions for both fund representatives and debt and equity issuers, commercial finance transactions, traditional private company corporate counseling, and syndicated and middle-market loan transactions.

Larry has a notable history of successfully concluding high-value transactions. He has significant experience in the automobile dealer industry, assisting clients through acquisition, financing, and franchise challenges while navigating the complex relationships between dealership clients and car manufacturers.

Larry represents lenders and investors in distressed debt scenarios, providing strategic counsel on asset acquisition through mechanisms like secured party sales under Article 9 of the Uniform Commercial Code or obtaining controlling equity stakes via debt-to-equity conversions.

Larry earned his law degree from the University of Pennsylvania Carey Law School, where he served as an editor for the Journal of Comparative Business and Capital Market Law. Earning magna cum laude honors and a distinction in his major, he earned his undergraduate degree from Yale University in economics. Larry then served as a law clerk to Judge Herman D. Michels of the New Jersey Superior Court's Appellate Division.


Prior results do not guarantee a similar outcome.

Representation of a client in acquiring luxury brand auto dealers through the purchase of secured debt issued by the dealers and, thereafter, the acquisition of their assets through an Article 9 sale, following the dismissal of a bankruptcy proceeding which had been filed to block the Article 9 sale

Representation of a Minnesota investment fund in acquiring a controlling stake in a delisted company in the educational text book industry through the conversion of debt to senior preferred equity

Representation of a client in challenging an auto manufacturer's improper exercise of a right of first refusal in order to block the client's purchase of an automobile dealership

Representation of a plastics manufacturer in the attempted purchase through an Article 9 sale of the assets of a North Carolina manufacturing company and, following the commencement of an involuntary bankruptcy proceeding against the target, the purchase of its secured debt and the acquisition of its assets by credit bidding in a Section 363 sale

Representation of the agent in a syndicated credit facility to a business development company, the primary collateral for which was the BDC's loan assets

Representation of a manufacturer of nail enamel in its corporate restructuring to facilitate the acquisition of a controlling equity stake in a competitor and, following a stockholder dispute, the purchase of the secured debt and acquisition of the assets of the competitor in an Article 9 sale

Representation of a client in the purchase and financing of three automobile dealerships and the related real estate in an upscale New Jersey community

Representation of a company in transferring control to the holders of its second lien debt, through a reverse triangular merger in which the debt holders acquired an indirect majority interest in the company by converting debt to equity

Representation of the former majority stockholder of a public company in enforcing the promissory note and stock pledge that had been issued to him in connection with the company's "going private" transaction. The battle to enforce the client's rights culminated in obtaining the dismissal of a bankruptcy proceeding that had been filed in bad faith and a judgment by an equity court mandating the turnover of the pledged stock and control of the company to the client

Representation of a client in acquiring through Article 9 sales substantially all of the assets of manufacturing companies based in California and Nevada



Education and Credentials

University of Pennsylvania Carey Law School, J.D., 1985
Yale University, B.A., magna cum laude, 1983
State of New Jersey
State of New York
U.S. District Court, District of New Jersey
New Jersey State Bar Association
National Association of Dealer Counsel

Recognition and Community


Chosen for inclusion in the Chambers USA Legal Directory (Chambers & Partners) of recognized practitioners for Corporate/M&A in New Jersey, 2013-2023

Chosen for inclusion in The Best Lawyers in America (Woodward/White, Inc.), Litigation - Banking and Finance Banking and Finance Law; Corporate Law, 2008-2024

AV Preeminent rated by Martindale-Hubbell (LexisNexis)

No aspect of these advertisements have been approved by the highest court of any state. See Awards Methodology.