Technology.
Deal counsel for software, SaaS, and tech-enabled companies structuring and executing on exits, acquisitions, acquihires, and the financings that precede them. From software to deep tech, emerging tech, and beyond, we represent the founders, funds, and companies shaping tech across the United States.
Technology Deal Counsel
Technology M&A is the sale and acquisition of software and tech-enabled businesses, where value lives in code, contracts, and teams rather than plants and inventory. Our attorneys have advised on technology transactions including KKR’s $5.3 billion acquisition of Cloudera, Vector Acquisition Corporation’s $4.1 billion merger with Rocket Lab, the $2.5 billion sale of Sirius Computer Solutions to CDW, Bain & Company’s acquisition of digital product studio Umbrage, and a $250 million Series C for a leading fintech company. Today the practice centers on middle market technology deals including founder exits, PE platform acquisitions, and the venture-backed company lifecycle from financing through sale. Learn more about our M&A and venture financing practices.
Many of the transactions above represent matters handled by our attorneys at prior firms. For illustrative purposes only.
Technology Practice
SaaS & Software M&A
Founder exits and strategic sales where diligence runs on ARR quality, churn, and revenue recognition. Routes to /middle-market-m-and-a..
Venture Exits & Acquihires
Waterfall mechanics, investor approvals, and acquihire structures. Link the Acquihires post; route to /mergers-acquisitions.
Growth & Late-Stage Financings
Priced rounds, secondaries, and structured capital for scaling companies. Routes to /financing and the Austin page when live.
IP & Technology Diligence
Ownership chains, open source exposure, data and privacy posture, and the assignment provisions that make or break tech deals.
PE & Sponsor Technology Deals
Platform and add-on acquisitions of software and tech-enabled services businesses. Routes to /sponsor.
Represented KKR in its $5.3 billion acquisition of Cloudera, an enterprise data cloud company.
Advised Vector Acquisition Corporation on its $4.1 billion merger with Rocket Lab USA.
Represented Clayton, Dubilier & Rice in its $2.5 billion sale of Sirius Computer Solutions to CDW Corporation.
Counseled Bain & Company in acquiring Umbrage, a leading digital product studio
Represented a leading fintech company in its $250 million Series C financing round.
Represented MRO Corporation in its acquisitions of FIGmd and Cobius Healthcare Solutions.
Keep the standard prior-firm disclaimer below the list.
We are counsel of choice for founder-led companies, venture funds, independent sponsors, and strategic acquirers in the technology industry.
Many of the transactions above represent matters handled by our attorneys at prior firms. For illustrative purposes only.
We are the counsel that tech trusts.
Our lawyers have practiced at leading law firms including
KIRKLAND & ELLIS | LATHAM & WATKINS | COOLEY LLP | WILSON SONSINI
Reflect the prior employment history of our attorneys. For illustration only.
INSIGHTS & STRATEGIES
Frequently Asked Questions
How is a SaaS company sold?
A SaaS sale follows the middle market process with diligence concentrated on revenue quality: ARR composition, churn and net retention, revenue recognition, customer contract assignability, and the IP chain behind the product. Buyers reprice deals on diligence findings in these areas more than any other, so sell-side preparation should audit them first.
What is an acquihire and how is it structured?
An acquihire is an acquisition executed primarily for the team, common when a product has not found its market but the engineering group is valuable. The structure allocates consideration between shareholders and employee retention packages, which creates a built-in tension with investors. We published a full analysis of acquihire structures and investor protections.
What IP issues break technology deals?
Unassigned contractor code, open source components with viral licenses, missing invention assignment agreements from early employees and founders, and data practices that do not match privacy policies. Every one is fixable before a process starts and expensive to fix inside one.
How are earnouts used in tech deals?
Less than sellers fear and differently than in other sectors: technology earnouts tend to key on retention, integration milestones, or revenue rather than EBITDA. The drafting risk is the same as everywhere: the buyer controls the operations that drive the milestone, so definitions and covenants carry the economics.
Do you handle venture-backed company sales?
Yes, including the waterfall mechanics, preference stacks, and investor consents that make venture-backed exits their own discipline. Our venture financing practice runs the rounds; the M&A practice runs the exit; the client gets one team across both.
What size technology deals do you handle?
Primarily $10 million to $500 million: founder exits, PE platforms and add-ons, and venture-backed sales. Multi-billion-dollar public tech deals belong at BigLaw; the middle market is where our model wins.