Seattle Mergers and Acquisitions Attorneys (M&A)

Whether you’re growing your business through an acquisition or preparing for a sale, our Mergers & Acquisitions team is here to guide you with practical, clear advice every step of the way. 

We have developed an excellent reputation with clients who trust our M&A team for their calm, steady guidance, sharp instincts on when to take a stand, and the grit to fight for the best outcome when it matters most.

From initial negotiations to final execution, our dedicated team of attorneys regularly represents notable buyers and sellers, privately-held companies, investors, management teams and lenders in a wide range of business transactions. From initial negotiations to final execution, we are committed to providing pragmatic counsel that aligns with our clients’ goals.

Buying or selling a business requires careful planning and strategy. The M&A process can reveal business risks and vulnerabilities that were not apparent before such a significant transaction. We work collaboratively as a team with our clients’ other strategic advisors to provide holistic M&A guidance before, during and after M&A transactions. We help business owners navigate and execute pre-transaction estate planning strategies and restructure their business to optimize the tax impacts of a transaction. Throughout the M&A process, we identify, explain and resolve legal challenges.  

Our team delivers expert assistance with: 

• tax structuring and analysis of proposed transactions 
• capital structure analysis, formation and financing of acquisition entities 
• drafting and negotiating letters of intent 
• due diligence review and responses 
• drafting and negotiating acquisition agreements and related documents 
• drafting and negotiating debt and equity financing documents needed to complete transactions 
• post-closing matters, including purchase price adjustments, earn-outs and indemnification matters 

Representative Transactions

We have served as lead counsel on complex transactions ranging in value from the lower middle market (sub $10M) to upper middle market (greater than $300M) including, serving as deal counsel to:

• a large, multi-state operator of over 30 big box, farm & ranch retail stores in a merger with another West Coast operator of farm & ranch retail stores to form the largest, single operator of farm & ranch retail stores in the Western U.S.
• a large, multi-state Midwest General Construction firm in a sale to a top-10 National General Construction firm
• a large Northwest HVAC company in a sale to a large, national HVAC platform company
• a local coffee company in the divestiture of its wholesale coffee business to a large, publicly held coffee company
• one of the largest privately-held construction companies in the Northwest in connection with a sale to a major national and international construction firm
• the seller in the sale of a prominent West Coast flooring company to a platform company controlled by a large Midwest private equity group
• a premium toy company in a share exchange transaction with a major, publicly held New York toy company
• a national marine and bridge construction company in an ESOP sale
• one of Washington’s largest credit unions in the spinoff of a document preparation software platform to a strategic buyer
• a large, local coffee company in the bankruptcy sale of all of its assets including over 75 company-owned and licensed retail coffee shops
• an electronics technology company owned by a major West Coast private equity firm in an asset sale to a large Midwest private equity firm
• an industry-leading electronics company in the spin-off of a division of its business to a Fortune 500 company