M&A
Mergers & Acquisitions
We guide middle-market companies through complex transactions with the precision of large-firm deal teams and the agility of a boutique practice. From the first conversation about strategic options to the final closing wire, we run the deal so management can keep running the business.
Capabilities
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Buy-side and sell-side representation
We represent acquirers, founders, and sponsors in stock and asset purchases, mergers, carve-outs, and recapitalizations—structuring the transaction, leading diligence, and negotiating the definitive agreements through signing and closing.
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Diligence and risk allocation
We organize and direct legal due diligence, surface the issues that move price or structure, and translate findings into representations, indemnities, escrows, and closing conditions that hold up.
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Deal documentation and execution
Letters of intent, purchase agreements, disclosure schedules, equity rollovers, employment and non-compete arrangements, and the full closing set—drafted and negotiated to commercial standards, without the BigLaw friction.
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Post-closing matters
Earnout administration, purchase-price adjustments, transition services, and integration questions—we stay engaged after the deal is done.
Who we represent
The parties we sit across the table for.
- Founders and shareholders pursuing a sale or recapitalization
- Strategic acquirers and private equity sponsors on the buy side
- Management teams negotiating rollovers and post-closing roles
- Investment bankers and M&A advisors who need deal counsel on a process timeline
Documents
The paper that carries the deal.
- Letters of intent and term sheets
- Stock and asset purchase agreements
- Merger agreements and plans of merger
- Disclosure schedules
- Equity rollover and incentive documents
- Employment, non-compete, and transition agreements
- Closing certificates and the full closing set
Engagement
How working together is structured.
M&A engagements are typically scoped to the transaction — from LOI through closing and a defined post-closing tail — with a fee arrangement agreed at the outset. We will discuss hourly, capped, or milestone-based structures depending on the deal, and you will work with the attorneys actually running it.
Common Questions
FAQ
Is a letter of intent binding?
Most letters of intent are primarily non-binding as to the deal terms, but typically contain binding provisions — exclusivity, confidentiality, and expense allocation. Because the LOI frames the negotiation that follows, the structure, price mechanics, and key conditions deserve real attention before it is signed.
Should the deal be structured as an asset purchase or a stock purchase?
It depends on tax treatment, the transferability of contracts and licenses, and how successor liability is allocated. Buyers often prefer asset deals for the liability and tax-basis advantages; sellers often prefer equity deals for simplicity and capital-gains treatment. The right answer is deal-specific and is usually settled early.
How long does a typical middle-market transaction take?
From signed LOI to closing, many middle-market deals run two to four months, driven by diligence findings, financing, and any required third-party or regulatory consents. A disciplined process and clean diligence keep that timeline from slipping.
The Team
Related attorneys.
Ready to talk?
Moving transactions forward — and closing them.
Tell us about the deal — buy-side, sell-side, a financing, a lease, or a fractional-counsel arrangement. Initial conversations are straightforward: no pressure, no jargon.
Attorney advertising. The descriptions on this page are general and do not constitute legal advice or a representation about any particular engagement or outcome. See our full disclaimer.