Corporate and M&A

Your Legal Edge in Business Transactions

At Cogent Law, we don’t just practice law; we partner with visionaries to build thriving businesses. From bold startups to market-leading conglomerates, our Corporate Securities Practice delivers precise, proactive legal counsel that drives results. We engineer legal strategies that not only protect but also empower businesses to scale, fund, acquire, and lead.

Business moves fast. Your agreements must keep pace.
We craft and close contracts that mitigate risk and maximize value:

  • Entity formation and structuring
  • Shareholder and operating agreements
  • Employment and independent contractor agreements
  • Commercial leases and vendor agreements
  • Licensing, software development, and IP agreements
  • NDAs, privacy policies, and terms of service

When disputes arise, we act swiftly and strategically in:

  • Breach of contract claims
  • Separation and Release Agreements and related termination issues
  • Employee performance and other disputes

Because every hour spent in conflict is time lost from building your business. 

Contact Jack Baumann for all your corporate enquiries

Mergers & Acquisitions: Navigate Complexity, Capture Value

Whether acquiring, selling, or merging, our M&A counsel ensures your deal closes cleanly and profitably. We lead every step:

  • Target/acquirer vetting and due diligence
  • Negotiating and structuring of Letters of Intent and favorable terms
  • Drafting definitive Purchase and Sale Agreements and related transaction documents
  •  Securing regulatory, shareholder, and stakeholder approvals
  • Handling post-closing integrations and litigation (e.g., fraud claims, alleged breaches of reps and warranties, valuation disputes, indemnification claims)

 

We help clients unlock synergies and accelerate returns from transformative transactions.

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Corporate Finance & Securities:
Build a Capital Stack That Scales

Funding fuels vision. We advise on optimal capital structures across:

  • Venture capital, private equity, and angel investing
  • Exempt offerings under Regulation D, Regulation A+, and Regulation CF offerings
  • Initial Public Offerings, Secondary offerings, and convertible debt

Our team manages:

  • Compliance
  • Regulatory and related federal and state blue-sky filings
  • Strategic investor alignment

Ensuring your fundraising drives long-term growth.

Startups: Launch with Legal Certainty

You have a vision. We build the foundation. From day one, we guide you through:

  • Entity selection and equity allocation
  • Early-stage capital (friends/family, angels, VCs)
  • Employee equity plans and governance 

We know what investors and regulators demand, and we make sure you deliver.

Client Victories That Speak for Themselves

Lead Counsel in Acquisition Programs
Lead counsel to major clients in connection with a series of a diverse array of strategic acquisitions in the payments sector, FINRA registered broker dealers

Bank Acquisition
Lead mergers and acquisitions counsel in connection with the acquisitions of a U.S. bank holding companies and their underlying banks

Telecom Reorganization & IPO
Guided a 122-year-old telecom and broadband company through reorganization into a new Delaware holding company, private placements, in advance of a planned NASDAQ IPO

Energy & Bitcoin Mining
Lead counsel to major client on bitcoin mining operations and related legal challenges 

Nuclear & Industrial Reorganization
Lead counsel to large nuclear reactor manufacturer in connection with strategic divestitures and reorganization of U.S. subsidiaries

Genomics & IVF Conglomerate
Lead counsel in launching genetics testing, IVF, and egg bank conglomerates

Global Compliance
Securities counsel to publicly traded companies on securities law compliance and ESSOP design and implementation

Partnering with Cogent Law means receiving personalized, expert legal support at every stage of your journey:

What to Expect When Working With Cogent Law

1. Consultation & Assessment:

We begin with a comprehensive review of your business model, goals, and potential regulatory exposures.

2. Tailored Legal Strategy:

Based on your specific needs, we develop a strategic plan addressing compliance, contracts, structuring, and more.

3. Transparent Pricing:

Wherever possible, we offer flat-fee arrangements, so you know upfront what to expect, no surprises.

4. Collaborative Engagement:

We act as your strategic partner, maintaining clear communication throughout every stage of your business development.

5. Ongoing Support:

As regulations evolve and your business scales, we remain by your side to provide continued legal guidance and support.

6. Availability:

Attorneys that answer the phone when you call!

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