Capabilities

We advise private equity sponsors, family offices, investment vehicles, and portfolio companies across the full life cycle of sponsor-led transactions. Our work includes platform and add-on acquisitions, divestitures, co-investments, minority and control investments, joint ventures, portfolio restructurings, management equity arrangements, and exit transactions. We also advise founders, sellers, and management teams engaging with private equity counterparties in transactions where structure, alignment, and closing certainty matter as much as price.

Representative matters:

• Platform acquisitions

• Add-on acquisitions

• Buy-side and sell-side sponsor transactions

• Cross-border sponsor-led deals

• Minority and control investments

• Co-investments and club deals

• Joint ventures and structured equity arrangements

• Management incentive equity and rollover arrangements

• Portfolio company governance and restructuring

• Exit transactions and secondary sales

• Founder and management-side advice in PE transactions

We advise on the purchase, sale, combination, and strategic restructuring of businesses across a wide range of transaction types. Our work includes buy-side and sell-side M&A, private acquisitions, divestitures, joint ventures, carve-outs, minority and control investments, business combinations, and other bespoke strategic transactions. We support clients throughout the full life cycle of a deal, from structuring, legal due diligence, and letters of intent to negotiation, signing, closing, post-closing matters, and ancillary documentation. We are particularly focused on transactions that require coordination across multiple jurisdictions.

Representative matters:

• Buy-side acquisitions

• Sell-side transactions

• Auction and negotiated processes

• Joint ventures and strategic alliances

• Corporate carve-outs and separations

• Minority and control investments

• Cross-border transactions

• Transaction structuring

• Legal due diligence

• Transactional Risk Solutions, including:

  • R&W insurance

  • Tax insurance

  • Contingent liability insurance

• Post-closing integration and follow-on matters

We act as ongoing legal counsel for businesses that need senior legal judgment but do not need, or do not yet want, a full in-house legal team. This offering is designed for companies that need a trusted legal partner embedded close to management, with support that is strategic, responsive, and commercially grounded. We help clients manage outside counsel, support management and founder decision-making, oversee legal risk across business functions, and provide recurring support on contracts, governance, negotiations, corporate matters, and special projects.

We advise companies, boards, founders, investors, and senior executives on the compensation, incentive, and benefits arrangements that often sit at the center of both strategic transactions and ongoing corporate decision-making. These matters are frequently sensitive, highly negotiated, and closely tied to governance, retention, leadership continuity, and value creation in both public and private companies.

Leadership transition, succession planning, board composition, and management incentive structures can be critical in business combinations, founder-led businesses, and other situations where the strength of the organization depends heavily on people. We help clients address these issues with the legal rigor, commercial judgment, and discretion they require, while navigating the evolving legal and corporate frameworks that continue to shape this area.

We advise searchers, operators, investors, founders, and sellers involved in entrepreneurship-through-acquisition transactions and lower middle-market business transitions. This includes support across the search fund life cycle, from formation and investor arrangements to acquisition structuring, due diligence, negotiation, closing, rollover arrangements, and post-acquisition governance. We also advise business owners considering a sale to a search fund or independent sponsor-led buyer, where the process often requires closer attention to structure, management transition, and long-term continuity than a traditional sale process.

Representative matters:

• Search fund formation and investor documents

• Acquisition support for searchers and ETA operators

• Buy-side support on founder-owned business acquisitions

• Founder and seller-side advice in owner transition deals

• Rollover equity and incentive arrangements

• Management transition structures

• Governance and post-acquisition frameworks

• Lower middle-market transaction execution

• Independent sponsor and sponsorless acquisition structures

We help companies and shareholders build governance structures that support decision-making, reduce friction, and protect alignment as the business grows or ownership becomes more complex. Our work includes governance frameworks for closely held businesses, venture-backed companies, family-owned groups, and more mature enterprises. We advise on board and shareholder dynamics, reserved matters, voting arrangements, information rights, management authority, and the legal infrastructure needed to support accountability and continuity.

Representative matters:

• Corporate governance frameworks

• Shareholders’ agreements and investor rights

• Board structures and board process design

• Reserved matters and approval mechanics

• Founder, investor, and shareholder alignment

• Deadlock and dispute-prevention mechanisms

• Delegation of authority and management controls

• Governance cleanup and modernization

• Governance support during financings, exits, and reorganizations

We advise founders, startups, emerging companies, and investors through the legal issues that arise from formation to growth, financing, and strategic expansion. Our work includes company formation, founder arrangements, equity structuring, governance design, fundraising support, investor documentation, commercial readiness, and legal support for scaling businesses. We aim to give growing companies practical counsel that is sophisticated enough for institutional counterparties but delivered in a way that remains efficient and commercially realistic for earlier-stage businesses.

Representative matters:

• Company formation and founder structuring

• Founder agreements and equity allocation

• SAFEs, notes, and priced rounds

• Seed, venture, and growth financing support

• Cap table and equity planning

• ESOP and incentive equity arrangements

• Corporate governance for growth companies

• Commercial contracting for scaling businesses

• Strategic transactions and exits

• Ongoing legal support for founders and management teams

We support businesses in the legal work that keeps their corporate structure functional, compliant, and ready for growth, investment, or transaction activity. The goal is not just compliance for its own sake, but a cleaner and more reliable legal foundation for operating the business and executing larger strategic initiatives when needed.

Additionally, we help clients structure, draft, negotiate, and scale the contracts that support day-to-day operations and long-term commercial relationships. Our work ranges from core operational agreements to more strategic or higher-stakes commercial arrangements.

Representative matters:

• Day-to-day corporate maintenance

• Entity formation and reorganization support

• Contract review, drafting and negotiation.

• Corporate books and records

• Board and shareholder resolutions

• Powers of attorney and delegated authority

• Officer, manager, and director changes

• Intercompany approvals and restructurings

• Corporate cleanup before financings or exits

• Ongoing implementation support across the group

We help founders, families, business owners, and closely held groups protect value, organize ownership, and plan for orderly succession. Our work focuses on the legal architecture required to preserve assets, reduce friction between stakeholders, and prepare businesses and family holdings for transition across generations or ownership cycles. Depending on the client’s needs, this may include succession planning, corporate and family governance arrangements, holding and ownership structures, shareholder arrangements, family protocols, and transaction support in connection with internal reorganizations, generational transfers, or liquidity events.

What this can cover:

• Business succession planning

• Family business transitions

• Ownership and holding structures

• Asset protection planning

• Internal reorganizations

• Shareholder and family arrangements

• Governance protocols for family-owned businesses

• Founder transition planning

• Exit and continuity planning

• Coordination with tax, estate, and fiduciary advisors where needed