M&A Counsel
As deal counsel, we provide practical, business-focused advice to close deals efficiently while protecting our clients.
We represent buyers and sellers in mergers, acquisitions and divestitures, from acquihires to control transactions. Most of our deals are in the lower and middle market, often alongside investment bankers and in-house deal teams.
Built to Close
Every deal starts with your objectives and risk tolerance. From there, we focus on the points that move value, build trust with counsel on the other side instead of costly posturing, and keep the deal moving. The goal is to close, not to win every point.
Deals go sideways. When one does, we look for creative solutions that get it back on track and preserve the business relationships you will rely on long after closing.
Sell Side
Preparing a company for sale starts before the first banker meeting. Our work covers cleanup of the cap table, contracts and IP, diligence, the letter of intent and purchase agreement, and the closing.
Buy Side
We lead legal diligence, flag the issues that affect price and structure, and negotiate protections that fit the risk: escrows, holdbacks, earnouts, rollover equity and indemnities.
Working With Bankers
Bankers need counsel who keeps the process on schedule and the client steady. That means quick turnarounds, a current checklist and no surprises at signing.
Deal Types
Stock and asset purchases; mergers; acquihires; carve-outs and divestitures; rollover and management equity; earnouts, escrows and contingent consideration.
Representative M&A Transactions
- $1.5 billionsale of Lynda.com to LinkedIn
- $1 billionacquisition of Mandiant by FireEye
- $325 millionsale of an EdTech company
- $265 millionacquisition of an AI networking chipmaker by a global semiconductor IP company
- $41 millionsale of Sensor Platforms to Audience, Inc.
- $30 millionsale of a construction startup
Matters reflect work done by our attorneys, including at prior firms. Prior results do not guarantee a similar outcome.
Related Insight
The Best Time to Call Deal Counsel Is Before the Letter of Intent.
Tell us about the deal and your timing.