M&A

Accelerate Your Growth with Trusted M&A Services

Partner with our M&A experts for seamless deals—drafting agreements, managing due diligence, and ensuring compliance so you can focus on strategic growth.

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Services

M&A Services we offer

Acquire new opportunities, exit existing ones successfully, or merge strategically. We will help you navigate and negotiate.
M&A
Acquire new opportunities, exit existing ones successfully, or merge strategically. We will help you navigate and negotiate.
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SERVICES
Asset Purchase Agreement
$40,000
M&A

Asset Purchase Agreement

$40,000
Sell or acquire business assets with clarity, precision, and confidence.

We draft, negotiate, and finalize Asset Purchase Agreements (APAs) that clearly define what transfers, what doesn’t, and how liabilities are allocated. Whether you’re selling a division, acquiring a book of business, or buying out operational assets, we handle the full transaction lifecycle—from diligence to closing—ensuring compliance, efficiency, and risk control.

Scope of Work
  • Consultation with Client via phone/email to define deal structure, asset scope, and transaction objectives
  • Draft and negotiate Asset Purchase Agreement, including representations, warranties, covenants, and schedules of purchased and excluded assets
  • Coordinate and manage due diligence review, disclosure schedules, and consents for assignment or transfer
  • Draft and finalize ancillary agreements, such as bills of sale, assignments, transition services, and non-compete or employment agreements
  • Manage closing mechanics, including signature packets, funds flow, and post-closing deliverables
  • Provide ongoing consultation and guidance throughout negotiation, signing, and closing to ensure alignment with Client’s goals
Hourly

Due to the unpredictable nature and complexity of asset purchases, we traditionally operate on an hourly basis, making it easy to get started with a $5,000 replenishing retainer. While total costs vary by scope and diligence, most APAs range between $30,000–$40,000.

Flat Fee

For clients who prefer predictability, we also offer a flat fee of $40,000. This option provides a defined project boundary and deliverables, with payments structured as follows:

  • 50% payable upon engagement
  • 25% payable four (4) weeks from engagement
  • 25% payable upon closing

This structure allows clients to budget confidently while securing the resources necessary to complete complex asset transactions efficiently and effectively.

Reorganization
$40,000
M&A

Reorganization

$40,000
Restructure your business with clarity, compliance, and confidence.

We guide companies through internal reorganizations, conversions, and ownership realignments designed to simplify structure, enhance efficiency, and position for growth or investment. Whether preparing for a financing, cleaning up a multi-entity structure, or realigning ownership among stakeholders, we provide steady guidance from planning through execution—ensuring compliance, coordination, and confidence at every step.

Scope of Work
  • Consultation with Client via phone/email to define reorganization objectives, structure, and timeline
  • Draft and finalize core documentation, including Plan of Reorganization, Conversion or Merger Agreements, and amendments to governing documents
  • Prepare and coordinate supporting materials, including Board and Stockholder Consents, regulatory filings, and asset or IP assignments
  • Collaborate with Client’s tax and financial advisors to ensure structural and tax efficiency
  • Provide ongoing consultation and support through implementation and post-closing compliance
Hourly

Due to the unpredictable nature and complexity of reorganizations, we traditionally operate on an hourly basis, making it easy to get started with a $5,000 replenishing retainer. While total costs vary by scope and diligence, most reorganications range between $30,000–$40,000.

Flat Fee

For clients who prefer predictability, we also offer a flat fee of $40,000. This option provides a defined project boundary and deliverables, with payments structured as follows:

  • 50% payable upon engagement
  • 25% payable four (4) weeks from engagement
  • 25% payable upon closing

This approach allows clients to budget confidently while securing the resources necessary to complete complex restructurings efficiently and effectively.

Stock Purchase Agreement
$50,000
M&A

Stock Purchase Agreement

$50,000
Transfer ownership with clarity, protection, and precision.

We guide clients through the sale or purchase of company equity under a Stock Purchase Agreement (SPA), ensuring the transaction is properly structured, documented, and compliant. Whether you’re a founder selling a controlling interest, an investor purchasing shares, or a company consolidating ownership, we handle every stage of the process—from diligence through closing—with experienced, deal-tested counsel.

Scope of Work
  • Consultation with Client via phone/email to align on transaction structure, valuation, and closing objectives
  • Draft and negotiate the Stock Purchase Agreement, including key representations, warranties, covenants, indemnities, and closing conditions
  • Coordinate due diligence, disclosure schedules, and investor or stockholder approvals
  • Draft and finalize ancillary documents, such as Board and Stockholder Consents, employment or consulting agreements, IP assignments, and transition services agreements
  • Manage closing mechanics, including signature packets, funds flow, and post-closing deliverables
  • Provide ongoing consultation and guidance throughout negotiation, signing, and closing
Hourly

Due to the unpredictable nature and complexity of stock purchase transactions, we traditionally operate on an hourly basis, making it easy to get started with a $5,000 replenishing retainer. While total costs vary by diligence and counterparty complexity, most SPAs range between $40,000–$50,000.

Flat Fee

For clients who prefer predictability, we also offer a flat fee of $50,000. This option provides a defined project boundary and deliverables, with payments structured as follows:

  • 50% payable upon engagement
  • 25% payable four (4) weeks from engagement
  • 25% payable upon closing

This structure allows clients to budget confidently while securing the resources necessary to complete complex equity transactions efficiently and effectively.

Merger
$60,000
M&A

Merger

$60,000
Navigate your merger with precision, control, and confidence.

Mergers are among the most complex and high-stakes corporate transactions. They demand strategic coordination, meticulous documentation, and experienced counsel who can anticipate challenges before they arise. Whether combining entities for growth, simplifying a multi-entity structure, or positioning for acquisition, we manage every moving part—from diligence to closing—so you can focus on strategy and execution. Our team brings a steady hand and proven deal experience to ensure your transaction proceeds efficiently, compliantly, and in alignment with your goals.

Scope of Work
  • Consultation with Client via phone/email to align on transaction structure, goals, and timeline
  • Draft and negotiate the Merger Agreement, including key representations, warranties, covenants, and closing conditions
  • Coordinate and manage due diligence review, disclosure schedules, and regulatory filings
  • Draft or review ancillary agreements, such as employment offers, IP assignments, non-competes, transition services, and consents
  • Manage closing mechanics, including signature packets, funds flow, and post-closing deliverables
  • Provide ongoing consultation and guidance throughout negotiation, signing, and closing to ensure efficiency and alignment with Client’s objectives
Hourly

Due to the unpredictable nature and complexity of mergers, we traditionally operate on an hourly basis, making it easy to get started with a $5,000 replenishing retainer. While total costs vary by structure and scope, most mergers range between $40,000–$60,000.

Flat Fee

For clients who prefer predictability, we also offer a flat fee of $60,000. This option provides a defined project boundary and deliverables, with payments structured as follows:

  • 50% payable upon engagement
  • 25% payable four (4) weeks from engagement
  • 25% payable upon closing

This approach allows clients to budget confidently while securing the resources necessary to complete complex merger transactions efficiently and effectively.

Sell-Side / Buy-Side M&A Counsel
$70,000
M&A

Sell-Side / Buy-Side M&A Counsel

$70,000
Navigate your company’s sale or acquisition with experienced, deal-tested counsel.

We represent business owners and buyers through the full M&A lifecycle—from initial term sheet to closing. Whether you’re selling your company, acquiring a competitor, or entering a strategic transaction, we act as your dedicated deal counsel—protecting your interests, managing complexity, and ensuring your transaction moves smoothly from diligence to close.

This service is ideal for clients who are negotiating a sale or acquisition but don’t yet know which deal structure—asset sale, stock sale, or merger—best fits their goals. We provide the strategic and legal guidance necessary to evaluate options, develop the right structure, and execute the transaction efficiently.

We handle the full scope of legal, strategic, and procedural work required in a sale or acquisition. That includes transaction planning, diligence coordination, negotiation strategy, and drafting and closing all key agreements. Throughout the process, we collaborate closely with your financial advisors, tax professionals, and opposing counsel to keep momentum and protect value.

Scope of Work
  • Consultation with Client via phone/email to define transaction objectives, structure, and timeline
  • Draft and negotiate key transaction documents, including Term Sheets, Letters of Intent (LOIs), and Purchase Agreements (Asset or Stock)
  • Coordinate and manage due diligence review, disclosure schedules, and regulatory filings
  • Prepare and finalize ancillary agreements, such as employment, non-compete, IP assignment, and transition services agreements
  • Oversee closing mechanics, including wire instructions, e-signature coordination, and post-closing obligations
  • Provide ongoing consultation and guidance throughout negotiation, diligence, signing, and closing
Hourly

Due to the unpredictable nature and complexity of M&A transactions, we traditionally operate on an hourly basis, making it easy to get started with a $5,000 replenishing retainer. While total costs vary by structure and deal size, most full-scope transactions range between $60,000–$70,000.

Flat Fee

For clients who prefer predictability, we also offer a flat fee of $70,000. This option provides a defined project boundary and deliverables, with payments structured as follows:

  • 50% payable upon engagement
  • 25% payable four (4) weeks from engagement
  • 25% payable upon closing

This structure allows clients to budget confidently while securing the resources necessary to complete complex equity transactions efficiently and effectively.

Our M&A Offerings Guide

Discover our approach to acquisitions, mergers, and exits—agreements, negotiations, due diligence, compliance—and get expert insights for smooth, strategic transactions.
Draft Agreement Sent
Attached: Finalized purchase agreement with revisions — ready for signature.
Closing Call Scheduled – All Parties Confirmed
14:00 EST – Wednesday
Slack Message
Just wanted to say thank you — couldn’t have navigated this deal without your team.

Related Resources

Reorganization

M&A

A corporate reorganization is a structural change in a company’s operations, ownership, or financial arrangements. The purpose is typically to improve efficiency, adapt to market conditions, or address financial challenges.

Common Exit Strategies for Business Owners

M&A

When business owners are ready to transition out of their company, an exit strategy provides the roadmap. The right strategy depends on financial goals, the company’s value, and the future vision for the business.

What is a Plan of Merger, and When is it Required?

M&A

A Plan of Merger is a legal document that sets out the terms and conditions of a merger between two or more entities. It typically includes:

Stock Purchase vs. Asset Purchase

M&A

A stock purchase occurs when the buyer acquires shares of the target company directly from its shareholders. This gives the buyer ownership and control of the entire company, including its assets, liabilities, and contracts. Because the legal entity itself does not change, most contracts, licenses, and permits remain intact, allowing business operations to continue without disruption.

Key Advantages of an Asset Purchase

M&A

An asset purchase allows buyers to acquire selected assets and liabilities of a business instead of taking ownership of the entire entity. This structure offers several advantages:

Most founders aren't prepared when acquisition opportunities arise.


You're navigating term sheets, due diligence, and negotiations without experienced guidance.


You're concerned about valuation, deal structure, and protecting your team through the transition.


You're overwhelmed by the legal complexity when you should be focused on the strategic opportunity.


We get it, which is why we guide you through deals that actually work for you.

Your M&A Advantage

Gain Negotiation Advantage

Tap into our M&A expertise to secure favorable terms, safeguard your interests, and maximize deal value.

Accelerate Due Diligence

Our proven process uncovers risks early and keeps your transaction on track—no surprises, no delays.

Seamless Post-Close Integration

From compliance checklists to cultural alignment, we guide every step after signing for a smooth, unified merger.
Schedule a Consultation

Hear what clients have to say:

“@VirtualCounsel is also strategic in terms of helping us to think about our risks in a different way, and some of those other risks and opportunities that I may not be thinking of . . .

They help me manage downside, think through opportunities in detail, organize our employees, and structure everything in a smart and effective way.”

Digital is our default

We know that today's clients are technologically sophisticated and expect the same from their service providers. We leverage technology to streamline communication, keep projects organized and make our workflow as efficient as possible.
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta
Loom
Slack
Google Drive
Gusto
Google Meet
Basecamp
Zoom
Carta

Navigate M&A with Confidence

Partner with our M&A experts for seamless deals—drafting agreements, managing due diligence, and ensuring compliance so you can focus on strategic growth.