Counsel to founders, funds, and acquirers.
In the last 18 months
1Aggregate value of closed M&A transactions, financings and fund commitments in which Ebadat represented a party.2Distinct clients Ebadat served under a signed engagement letter.3Countries where a party to, or the target of, a cross-border transaction Ebadat advised on is based.All figures June 2025 through November 2026. Past results do not guarantee a similar outcome. Attorney Advertising
In the last 18 months
1Aggregate value of closed M&A transactions, financings and fund commitments in which Ebadat represented a party.2Distinct clients Ebadat served under a signed engagement letter.3Countries where a party to, or the target of, a cross-border transaction Ebadat advised on is based.All figures June 2025 through November 2026. Past results do not guarantee a similar outcome. Attorney Advertising
The lawyers on your deal.
Ebadat is the first firm we call because they are hands-on, fast and commercial.
Client feedback, Chambers USA 2026
Soheil Ebadat
Leads M&A and financings for founders, funds, sponsors and strategic buyers.
Mike Baker
Advises founders, executives and investors on tax structuring from formation through exit.
Mitch McClellan
Advises on acquisition financing, credit agreements and secured transactions.
Anatomy of a deal
How a deal looks from your side.
Choose a side. Each stage shows what that side pushes for, and where the two usually meet.
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
The buyer pushes for
The seller pushes for
Where they usually meet
Where they usually meet
Read the M&A Glossary General information, not legal advice. Every deal is negotiated on its own facts.
How a round looks from your side.
Choose a side. Each stage shows what that side pushes for, and where companies and investors usually meet.
The company pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The company pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The company pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The company pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The company pushes for
The investor pushes for
Where they usually meet
Where they usually meet
Read the Venture Capital Glossary General information, not legal advice. Every deal is negotiated on its own facts.
How a fund looks from your side.
Choose a side. Each stage shows what that side pushes for, and where managers and investors usually meet.
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
The manager pushes for
The investor pushes for
Where they usually meet
Where they usually meet
Read the Fund Formation Glossary General information, not legal advice. Every deal is negotiated on its own facts.
Practice Areas
Chambers and Legal 500 ranked counsel to founders, family offices, independent sponsors and fund managers across the middle market, in M&A, financings and fund formation.
01 / 10
Founder Exits and Company Sales
Sales and recapitalizations for founders and owners, from pre-sale cleanup and the letter of intent through the purchase agreement and closing.
Where it gets negotiated
- Letter of intent and exclusivity
- Working capital and debt-like items
- Indemnity, escrow and R&W insurance
02 / 10
Middle Market Acquisitions
Platform and add-on acquisitions for sponsors, family offices and strategic buyers, most between about $10 million and $250 million in deal value.
Where it gets negotiated
Middle Market M&A03 / 10
Independent Sponsor Acquisitions
Deal-by-deal acquisitions for independent sponsors: capital partner terms, sponsor economics, acquisition financing and the operating agreement that ties them together.
Where it gets negotiated
Our Independent Sponsor Practice04 / 10
Family Office Transactions
Control acquisitions, minority and direct investments, co-investments and club deals for single and multi-family offices, from the letter of intent or term sheet through closing, governance and exit.
Where it gets negotiated
- Control acquisitions and seller rollover
- Single-deal SPVs and club deals
- Minority protections and information rights
05 / 10
Venture Capital Financings
Company-side counsel on SAFEs, convertible notes, seed, Series A and later priced rounds, with terms that hold up in the next round.
Where it gets negotiated
Our Financing Practice06 / 10
Growth Equity Financings
Minority growth investments where liquidation preferences, redemption, drag-along and board rights decide the outcome as much as the price.
Where it gets negotiated
Our Financing Practice07 / 10
Venture Capital Funds
Seed through growth-stage venture funds, with parallel and feeder structures for non-U.S. and tax-exempt investors.
Where it gets negotiated
Our Fund Formation Practice08 / 10
Emerging Managers and Fund I
Fund I structures, LPAs and subscription documents sized for the investors an emerging manager can realistically raise from.
Where it gets negotiated
Emerging Manager Funds09 / 10
SPVs and Co-Investment Vehicles
Single-deal vehicles and co-investment programs alongside a main fund or on their own.
Where it gets negotiated
Our Fund Formation Practice10 / 10
Outside General Counsel
Ongoing counsel for venture-backed and founder-led companies between deals: governance, equity grants, commercial contracts and the next round.
Where it gets negotiated
Outside General Counsel
I started Ebadat to give founders, sponsors, funds and acquirers the kind of counsel I trained on at large national firms, from lawyers who stay with the matter from the first call to the closing.
You will work directly with the lawyers doing the work, and we will tell you plainly what is worth fighting for, what is not and what it will cost.
The industries we work in.
- Seed through Series B rounds
- Acquihires and technology M&A
- AI and data licensing
- Club acquisitions and sales in Spain and England
- Multi-club ownership structures
- Investor vehicles for U.S. buyers
- Growth rounds for food and beverage brands
- Brand and distribution partnerships
- Sales to strategic buyers
- Oilfield services sales
- IDC drilling programs
- Joint ventures
- First-time fund launches
- Management company and carry structures
- Family office investments
- Add-on acquisitions
- Independent sponsor deals
- Carve-outs
Strategic Counsel
for complex transactions.
Insights & Strategies
