Business Law
M & A

Build it Right. Protect it Fully.

Every successful business has seasons.

There is a time to plant: to form the company, protect the idea, build the team, and create the legal foundation.

There is a time to grow: to develop products, negotiate contracts, protect intellectual property, expand revenue, raise capital, and build enterprise value.

And there may come a time to harvest: to bring in investors, merge, sell, go public, or turn years of work into generational wealth.

At Lex Tecnica, we help entrepreneurs through every season.

Our Business Law and M&A attorneys include experienced general counsel who have advised companies from formation through major transactions and public offerings. We understand that the decisions made years before a sale can determine how much value is actually there when harvest time comes.

We don’t just help you make the deal. We help you build something worth dealing for.

A law firm for entrepreneurs,
by entrepreneurs.

Business Lawyers Who Think Like Business Owners

We understand that business decisions rarely fit neatly into legal boxes. A contract affects revenue. Intellectual property affects valuation. Employment practices affect liability. Corporate governance affects financing. A poorly documented relationship today can become a six- or seven-figure problem during due diligence tomorrow.

That is why our attorneys look beyond the immediate legal task.

What are you building?

Where are you going?

What could prevent you from getting there?

And what can we do now to increase and protect the value you’re creating?

From formation and contracts to intellectual property, corporate governance, financing, risk management,
M&A, and exit strategy, our goal is to help you cultivate a stronger business.
You don't prepare a business for sale
the day a buyer appears.

Plant With the Harvest in Mind

Sophisticated buyers look beneath the revenue number. They examine contracts, intellectual property, ownership, recurring revenue, customer concentration, employment relationships, liabilities, regulatory exposure, corporate records, and dozens of other factors that can either support a valuation or undermine it.

Problems that seemed insignificant while a company was growing can become negotiating leverage when it is time to sell.

Our general counsel attorneys help businesses build with that future scrutiny in mind.

That can mean:

Good legal work doesn't just reduce risk. Done strategically, it can help protect and enhance enterprise value.
Protecting the Harvest

Selling a business can be the culmination of years, sometimes decades, of work.

It can also be where value begins to disappear.

The M&A dance can involve a very real risk of bait and switch. A buyer may begin with an attractive headline number that gets the seller engaged and discourages conversations with other potential buyers. Then due diligence begins.

Suddenly there are concerns about contracts.

Questions about liabilities. Weaknesses in intellectual property.

Customer concentration. Revenue quality. Employment issues. Regulatory exposure.

Every imperfection becomes another reason to renegotiate the purchase price, adjust the structure, increase an escrow, demand a holdback, expand indemnification, or shift risk back to the seller.

By the time the transaction reaches closing, the deal can look very different from the one that brought everyone to the table.

Experienced M&A counsel understands this dynamic.

Our job is not simply to review the final purchase agreement. We help clients prepare for the negotiation before leverage begins shifting to the other side.

Enterprise value is about much more than revenue

Know What You're Growing

A company with valuable intellectual property, well-structured contracts, dependable revenue streams, clean corporate records, manageable liabilities, and documented systems may enter a transaction from a very different position than a company producing similar revenue without those protections.

Lex Tecnica’s multidisciplinary team can help identify and strengthen the assets that make a business valuable.

The best time to discover a weakness is before a buyer discovers it for you.

From General Counsel
to the Closing Table

Our attorneys bring more than transactional experience to M&A.

Our team includes experienced general counsel attorneys who understand what it means to help operate a business from the inside. They have advised leadership teams, managed risk, negotiated significant agreements, helped companies grow, and helped businesses navigate the process of going public.

That perspective changes the way we approach a transaction.

We understand the years of decisions that created the asset now sitting at the negotiating table.

And because Lex Tecnica brings together attorneys across Business Law, Intellectual Property, Litigation, Employment, Cyber-Tech, Real Estate, Wealth Management, and other disciplines, we can look at the business as a whole rather than viewing the transaction through a single legal lens.

Whether you're buying, selling, merging, investing, or preparing for a future transaction, Lex Tecnica can assist with:

Buy-Side & Sell-Side Transactions

Pre-Sale Legal Audits & Transaction Readiness

Letters of Intent & Term Sheets

Deal Structure & Transaction Strategy

Legal Due Diligence

Asset & Equity Purchase Agreements

Mergers & Reorganizations

Financing & Investment Transactions

Disclosure Schedules

Representations, Warranties & Indemnification

Earnouts, Escrows & Holdbacks

Intellectual Property Due Diligence

Employment & Executive Agreements

Corporate Approvals & Governance

Negotiation Through Closing

Post-Closing Integration & Ongoing General Counsel

We don't simply ask whether the documents are legally acceptable.

We ask whether the deal protects the value our client spent years creating.

Fractional General Counsel

In-House Thinking. Outside Flexibility.

Many growing businesses need sophisticated legal guidance long before they need, or can justify, a full internal legal department.

Lex Tecnica’s Fractional General Counsel attorneys can become part of your team throughout the growth cycle.

We help leadership evaluate risk, negotiate agreements, protect assets, develop systems, and make decisions with an eye toward where the business is going next.

That Continuity Matters

The attorney helping you negotiate today’s customer contract may also understand how that contract will be viewed by tomorrow’s investor.

The attorney protecting today’s intellectual property may understand how a buyer will value it five years from now.

The attorney helping structure the company today can help prepare it for tomorrow’s transaction.

We help you plant with the harvest in mind.

Build Something Worth Harvesting

A successful exit doesn’t begin when the LOI arrives.

It begins years earlier.

It begins with the contracts you sign, the intellectual property you protect, the revenue you cultivate, the liabilities you manage, the relationships you document, and the decisions you make while no buyer is watching.

Then, when harvest time comes, you are prepared.

Whether you’re planting your first company, growing an established enterprise, preparing to go public, acquiring your next business, or finally realizing the value of something you have spent a lifetime building, Lex Tecnica can help you protect what you have created and prepare for what comes next.

Plant wisely. Grow deliberately.
Protect the value. Harvest well.

Build the bridges. Move the mountains. Let’s go change the world.

Our Business Law Team

Build it Right. Protect it Fully.