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Strategic Exits & Acquisitions.
Technology & Brand Protection
Growth & Venture Finance
 
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
        
        
      
    
    Strategic Exits & Acquisitions.
The founders of a highly respected regional insurance group were ready for an exit and entered into discussions to be acquired by Arthur J. Gallagher & Co., a global, publicly traded brokerage.
We served as lead counsel for the sellers, guiding them through a complex M&A process against a much larger corporate counterparty. Our team managed extensive due diligence, negotiated key representations and warranties to minimize post-closing liability, and structured the asset purchase agreement to maximize our clients’ financial outcome.
The transaction closed successfully, delivering a strategic exit for the founders and rewarding them for a lifetime of work building the company.
Saltari Ski sought to expand its footprint in the regional ski and outdoor equipment market through the acquisition of all assets of a long-established New Mexico business operating as Ski Tech.
We served as counsel to the buyer, structuring and negotiating the asset purchase agreement to ensure a smooth transition of operations and assets. Our team conducted due diligence on the target company’s financial, contractual, and licensing matters, addressing potential risks and securing favorable deal terms for our client.
The acquisition was completed successfully, positioning Saltari Ski for strategic growth and strengthening its presence in the regional ski and outdoor recreation industry.
Two founders of Zia Energy Group, Inc. sought to divest their ownership interests as part of the company’s internal buyout plan. The transaction involved complex valuation, negotiation, and structuring considerations to ensure an equitable exit for the founders.
We represented the selling shareholders, advising them through the negotiation of the stock purchase agreement and related transaction documents. Our team worked to safeguard the clients’ financial and legal interests, ensuring clarity on post-closing obligations and securing favorable payment terms.
The buyout closed smoothly, providing the founders with a successful exit while maintaining the company’s stability and operational continuity.
Technology & Brand Protection
iBeam Materials, Inc., a leader in advanced materials and semiconductor technology, sought to collaborate with a fusion energy company to develop applications of its proprietary technology. The parties required a joint development framework that balanced innovation incentives with clear protections for intellectual property rights.
We advised iBeam Materials on the negotiation and structuring of the Joint Development Agreement, ensuring proper allocation of IP ownership, confidentiality protections, and commercialization rights. Our team worked to align the agreement with iBeam’s strategic goals while minimizing legal and operational risk.
The collaboration agreement was executed successfully, enabling iBeam to expand the commercial reach of its technology through a partnership with a leading company in the fusion energy sector.
Resilient Solutions21, Inc., a defense industry contractor, sought guidance on meeting the stringent information security and cybersecurity requirements mandated by the U.S. Department of Defense (DoD). Compliance was essential for maintaining eligibility for current and future government contracts.
We advised the client on applicable DoD cybersecurity standards, including NIST and DFARS compliance requirements. Our team reviewed internal policies and procedures, identified areas for remediation, and developed a framework to achieve and maintain compliance with evolving federal security obligations.
The client implemented a robust compliance program, ensuring adherence to DoD information security standards and strengthening its position as a trusted government contractor.
Earn RE, Inc., an innovative real estate investment platform, sought to modernize access to real estate assets through the creation of digital, blockchain-based tokenized securities. The company required a compliant and efficient structure to align emerging blockchain technology with existing securities regulations.
We advised the client on the legal structure, regulatory considerations, and compliance requirements for issuing tokenized securities. Our team developed frameworks to ensure adherence to federal and state securities laws while supporting the company’s mission to democratize real estate investing through digital innovation.
The project resulted in a legally sound and scalable tokenization structure, positioning Earn RE as a leader in the evolving intersection of real estate and blockchain technology.
Growth & Venture Finance
Integrated Deposition Solutions, Inc., a technology company specializing in advanced printing and materials deposition systems, sought a strategic investment to accelerate its growth and product innovation. The company secured a $2,000,000 investment from a publicly traded strategic partner with a market capitalization of approximately $9.8 billion.
We represented the issuer in negotiating and documenting the investment transaction, addressing key terms related to valuation, investor rights, governance, and strategic collaboration. Our team ensured that the structure of the deal aligned with the client’s long-term objectives while protecting its operational independence.
The investment closed successfully, providing Integrated Deposition Solutions with growth capital and access to a valuable strategic partnership to support continued innovation and expansion.
Santa Fe Farms, LLC, a growth-stage company focused on sustainable agriculture and environmental innovation, sought to raise $3,625,000 through the issuance of Class A Preferred Limited Liability Company Interests to accredited investors.
We represented the issuer in structuring and executing the private equity offering, preparing offering documents, subscription materials, and investor agreements in compliance with applicable securities regulations. Our team advised on valuation, investor rights, and governance matters to align the raise with the company’s long-term business objectives.
The offering closed successfully, providing Santa Fe Farms with significant growth capital to advance its strategic initiatives and expand operations.
EveryDay Contacts, Inc., an emerging company in the consumer products sector, sought to raise growth capital through an $850,000 offering of Series Seed Preferred Stock to strategic investors.
We served as counsel to the issuer, structuring and documenting the equity financing in compliance with applicable securities laws. Our team prepared the offering materials, negotiated investor rights and preferences, and ensured that the financing terms supported the company’s long-term capitalization goals.
The offering closed successfully, providing EveryDay Contacts with essential growth capital and positioning the company for its next phase of expansion.
 
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
       
          
          
        
      