--- title: "Going Public Attorney in Arlington" description: "Arlington M&A counsel for companies going public. Acquisition Stars works with securities counsel on IPOs, direct listings, and public offerings." canonical: "https://acquisitionstars.com/going-public-attorney/arlington" firm: "Acquisition Stars" practice: "M&A and securities law" office: "Novi, Michigan (serves clients nationwide)" contact: "consult@acquisitionstars.com | 248-266-2790" --- # Going Public Attorney in Arlington Going Public Attorney • Arlington, Virginia By [Alex Lubyansky](https://acquisitionstars.com/about) · Managing Partner Last updated September 28, 2026 Arlington, Virginia's concentration of defense technology companies, cybersecurity firms, and government services businesses creates a distinct market for companies considering public offerings. The proximity to the Pentagon, intelligence community, and federal procurement apparatus means many Arlington-area companies reaching the public markets carry classified contracts, ITAR-regulated technology, or CFIUS-sensitive ownership structures that add regulatory complexity to the IPO process. Our managing partner works directly with companies preparing for public offerings, handling the M&A side of the transaction from initial structuring through closing, and coordinating with securities counsel on SEC registration. [Request Engagement Assessment](https://acquisitionstars.com/consultation) Learn Our Process **Selective M&A Practice** **Personal Attention** Senior Counsel on Every Deal ### Tell Alex About Your Arlington Deal Share the basics. Alex reviews each inquiry. ![Donald Hateley, Of Counsel for securities law at Acquisition Stars](https://acquisitionstars.com/images/donald-hateley-headshot.webp) ## Donald Hateley Of Counsel, Securities Law | Acquisition Stars Donald Hateley serves as Of Counsel to Acquisition Stars for securities law matters. His background includes advising public and private companies on securities transactions, corporate finance, and corporate governance, including public and private equity and debt financings. Admitted to the California bar in 1993, he is a graduate of the University of Southern California Marshall School of Business and Southwestern Law School. [Request Engagement Assessment](https://acquisitionstars.com/consultation) ## What We Do Alex Lubyansky handles ipo & going public law work for buyers and sellers in Arlington and across the country. Here is what that looks like: - M&A structuring and negotiation of SPAC business combinations - M&A structuring and negotiation of reverse mergers and shell company transactions - Coordination with securities counsel on traditional IPOs and underwritten offerings - Coordination with securities counsel on direct listings and direct IPOs - Coordination with securities counsel on OTCQB and OTCQX listings - Coordination with securities counsel on Regulation A Tier 2 offerings (mini-IPOs) - Coordination with securities counsel on exchange listing applications (NYSE, NASDAQ) - Coordination with securities counsel on corporate governance and board structuring for public company readiness ## Who We Serve We work best with people who know what they want and are ready to move: - Growth companies ready for public markets - Private equity-backed portfolio companies - Mature private companies seeking liquidity - Foreign companies seeking U.S. listings - Pre-IPO companies building infrastructure - Companies considering alternatives to traditional IPOs ## See If Your Arlington Transaction Is a Fit Share the relevant deal details once. Alex reviews each inquiry and responds within one business day when there is alignment. Request Engagement Assessment [Call (248) 266-2790](tel:+12482662790) ## What Happens After You Submit We don't take every matter. Here is what happens when you reach out. 1 ### Personal Review (Within 24 Hours) Alex reviews your transaction details. Your submission is not screened by an intake coordinator before it reaches him. 2 ### Fit Assessment We evaluate whether your deal aligns with our practice. Not every matter is a fit, and we will tell you directly if it is not. 3 ### Initial Conversation If there is alignment, Alex schedules a direct call to discuss your transaction, timeline, and objectives. 4 ### Clear Engagement Terms Before any work begins, you receive a written engagement letter with defined scope, timeline, and fee structure. No surprises. ## Request Your Arlington Engagement Assessment Donald Hateley serves as Of Counsel to Acquisition Stars and handles the securities law work. Alex Lubyansky leads the M&A work, with an associate supporting the engagement. M&A counsel since 2013. Nationwide. LOI through closing. ### Request Engagement Assessment Alex reviews each inquiry. If there is alignment, you will hear back within one business day. ## Frequently Asked Questions Common questions from Arlington clients **What SEC disclosure challenges are specific to defense companies going public?** Defense companies face a fundamental tension between SEC disclosure requirements and the classification of certain contract details. Risk factors must address government customer concentration, contract recompete risk, security clearance requirements, and potential budget sequestration impacts without revealing classified program details. Revenue from classified contracts must be reflected accurately in financial statements while complying with security obligations. The SEC has established informal guidance on how classified information is handled in registration statements, but the process requires coordination between securities counsel, the company's facility security officer, and potentially the relevant government contracting agency. **How does CFIUS affect the IPO process for an Arlington-area defense company?** If the IPO or subsequent public trading could result in foreign ownership or control, CFIUS (Committee on Foreign Investment in the United States) review becomes a consideration. This is particularly relevant for defense companies with facility security clearances, companies on the ITAR registry, or businesses performing work for intelligence community agencies. Structural protections, such as voting trust arrangements, board composition requirements, or limitations on foreign ownership percentages, may need to be built into the company's charter documents before the offering. FOCI mitigation agreements with DCSA (Defense Counterintelligence and Security Agency) may be required. **What is the typical timeline for a defense technology company IPO?** A traditional IPO for a defense technology company typically takes 6 to 12 months from initial engagement to pricing, though the timeline depends on the company's audit readiness, SEC review cycles, and market conditions. The process includes selecting underwriters, preparing the registration statement (Form S-1), SEC review and comment letter responses (typically 2-3 rounds), road show preparation, and pricing. Companies with classified contract revenue or complex government compliance histories may face additional SEC comment letter questions that extend the review period. **What can I expect during an initial consultation in Arlington?** During your confidential initial consultation in Arlington, we'll discuss your ipo & going public law needs, review your current situation, assess potential challenges specific to Virginia, and outline a clear path forward. We'll explain our process, answer your questions, and determine if we're the right fit for your needs. **Do you work with companies outside of Arlington?** Yes, we represent clients nationwide while maintaining a strong presence in Arlington. Alex Lubyansky leads ipo & going public law matters nationwide, coordinating with local counsel where state-specific requirements apply. ### Need Specific Guidance? Submit your transaction details for a preliminary assessment by our managing partner [Submit Transaction Details](https://acquisitionstars.com/consultation) ## Ready to Discuss Your Arlington Deal? Submit the core transaction details and Alex will evaluate whether the matter is a fit for direct engagement. Request Engagement Assessment [Call (248) 266-2790](tel:+12482662790) ## M&A Market: Arlington & the Washington DC Metro The DC metro area's M&A market is uniquely driven by government contracting, cybersecurity, and professional services firms. GovCon acquisitions represent the largest deal category, as defense and IT services companies pursue scale to compete for larger contract vehicles. The region also sees significant deal flow in healthcare (anchored by NIH), consulting, and lobby/public affairs firms. ### Top M&A Sectors Near Arlington - Government Contracting - Cybersecurity - Professional Services - Healthcare & Biotech - Defense Technology ### Deal Environment GovCon M&A requires specialized due diligence on contract novation, security clearances, and DCAA compliance. Buyers without GovCon experience often underestimate the regulatory complexity of acquiring cleared contractors. ### Why Acquire in the Washington DC Area The federal government spends over $700 billion annually on contracts, creating a massive and recession-resistant market. GovCon companies with established contract vehicles and security clearances command premium valuations. ### Virginia Legal Considerations Virginia's non-compete statute (effective 2020) prohibits non-competes for low-wage employees and requires careful drafting for enforceability - acquirers must review all employee agreements across the DC, Maryland, and Virginia jurisdictions as each state has different rules. ## Arlington M&A Market Insight The Arlington and Northern Virginia corridor has produced a growing number of companies that transition from government-focused revenue models to public market capitalization. Defense technology firms, cybersecurity platforms, and government IT services companies in this area often reach a scale where public capital markets become a viable growth funding strategy. The IPO process for these companies involves unique considerations: SEC disclosure requirements for government contract revenue concentration, ITAR and export control compliance disclosures, CFIUS review implications if foreign investors participate in the offering, and the tension between public disclosure obligations and classified contract details. The SPAC pathway, while less active than in prior years, remains a consideration for defense-adjacent companies that want to access public markets with more certainty around valuation and timing. ### Common Deal Scenarios in Arlington 1 #### Defense Technology Company IPO Taking a defense technology company public involves SEC registration (Form S-1) with risk factor disclosures specific to government contracting, including customer concentration on USG agencies, contract recompete risk, security clearance dependencies, and ITAR compliance obligations. The prospectus must address how classified contracts are reflected in financial statements without disclosing classified information. Underwriter selection often favors banks with defense sector expertise and institutional investor relationships in the government technology space. 2 #### Cybersecurity or GovTech Company Going Public Cybersecurity companies in the Arlington corridor often serve both government and commercial customers, which creates a growth narrative attractive to public market investors but requires careful segmentation of revenue sources in SEC filings. Key legal work includes IP ownership verification across government and commercial product lines, FOCI (Foreign Ownership, Control, or Influence) mitigation planning if international investors participate, and structuring of lock-up agreements and insider trading policies that account for employees with security clearances. 3 #### SPAC Merger for a Government Services Company Government services companies that want more pricing certainty than a traditional IPO may consider a de-SPAC transaction. The legal work involves negotiating the business combination agreement, preparing the proxy statement/prospectus (Form S-4), managing the PIPE financing component, and addressing the SEC's heightened scrutiny of SPAC projections and disclosure. Government contract-specific representations and the target company's regulatory compliance history are central to the due diligence process. ### Why Arlington for M&A Arlington's concentration of defense technology, cybersecurity, and government services companies creates a pipeline of IPO candidates with regulatory profiles distinct from typical technology companies going public. The securities law work for these offerings requires understanding of how government contract dependencies, security classification, ITAR compliance, and CFIUS considerations interact with SEC disclosure requirements. Companies in this corridor that prepare for public markets with experienced securities counsel are better positioned to navigate these intersecting regulatory frameworks. Local Market Context ## Arlington M&A Market Washington-Arlington-Alexandria, DC-VA-MD-WV MSA · MSA population 6.4M MSA Population (2024) 6.4M U.S. Census Bureau Top Industry Concentration 1. 1 defense and government contracting 2. 2 technology and cybersecurity 3. 3 professional services The Washington DC metro is defined by government contracting, defense, and technology services. The largest M&A transactions in this metro involve defense and intelligence contractors, IT services firms with federal clients, and cybersecurity companies. The Northern Virginia data center corridor is the largest data center market in the world and drives significant technology infrastructure deal activity. Consulting and professional services firm acquisitions are a consistent feature. ### Major Arlington Employers and Deal Anchors - Lockheed Martin - Booz Allen Hamilton - Leidos - Amazon Web Services (HQ2) - MITRE - Inova Health System ### Transit and Logistics Reagan National, Dulles International, and BWI airports serve the metro. The metro is heavily dependent on road and Metro rail for commuting; logistics infrastructure is secondary to professional services concentration. Recent Arlington Deal Signal (2024-2025) Defense IT and cybersecurity acquisitions remained active in 2024-2025 as government contractors pursued small-to-mid-market technology firm acquisitions to expand cleared workforce capacity and software capabilities. [Source](https://www.govconwire.com/2024/01/govcon-mergers-acquisitions/) (accessed 2026-04-27) ### Local Regulatory Notes for IPO & Going Public Law ITAR and EAR export control regulations apply to many defense contractor transactions. CFIUS review is more common here than in most metros given the concentration of national security-adjacent businesses. ## Virginia Legal Considerations for IPO & Going Public Law ### Non-Compete Laws Restricted by income threshold. Strict blue-pencil (no reformation). ### Filing Requirements Entity mergers and conversions require filing with the Virginia State Corporation Commission (SCC). Annual reports (annual registration fees) are required. The SCC also regulates certain types of business entities more actively than most states. ### Key Virginia Considerations - Virginia's State Corporation Commission (SCC) is a constitutionally independent regulatory body with broader authority over business entities than most states' secretaries of state - Virginia's fixed-date conformity with the federal Internal Revenue Code means the state may not have adopted recent federal tax changes, creating potential divergence in transaction tax treatment - Northern Virginia's concentration of government contractors and technology companies creates CFIUS and national security considerations in many acquisitions ### Virginia Bar Authority Virginia State Bar (mandatory unified bar). Unified/integrated bar (Virginia State Bar is the regulatory body). The Virginia Bar Association is a separate voluntary organization. VSB membership is required to practice law in Virginia. [Bar association website](https://www.vsb.org/) ### Virginia Federal and Business Courts Federal districts: E.D. Va., W.D. Va. Business court: No dedicated business court division. Commercial disputes proceed through general civil courts. ### Virginia M&A Market Context Northern Virginia is a national cybersecurity and government IT M&A hub; Richmond generates financial services and consumer products deal activity. Watchpoints ## Common Arlington IPO & Going Public Law Pitfalls These are the items we see derail ipo & going public law transactions in the Arlington market. Each one is rooted in current statutory law, recent legislative changes, or recurring patterns from the deals Alex has handled. 1 ### Virginia non-compete enforcement and earn-out exposure State legal framework Restricted by income threshold. Strict blue-pencil (no reformation). > "Founders get excited about the check amount and focus on valuation headlines while the fine print gets glossed over." 2 ### Arlington local regulatory exposure Local regulatory ITAR and EAR export control regulations apply to many defense contractor transactions. CFIUS review is more common here than in most metros given the concentration of national security-adjacent businesses. 3 ### Virginia regulatory framework attorneys flag at LOI State statute Securities regulated by Virginia State Corporation Commission Division of Securities and Retail Franchising (scc.virginia.gov/securities). Blue Sky notice filings required for Reg D. Virginia restricts non-competes for employees earning at or below a wage threshold (Code of Virginia sec. 40.1-28.7:8). ## Guides and Resources In-depth guides to help you prepare for your transaction ### Blue Sky Laws: State Securities Guide [2026] State-by-state securities registration requirements and exemptions. Read guide ### Rule 701 Exemption Guide How private companies can issue equity compensation under Rule 701. Read guide ### Regulation D Blue Sky Filing Guide Filing requirements for Regulation D offerings at the state level. Read guide ### Reverse Mergers Explained How reverse mergers work and when they make sense as a path to going public. Read guide ### SEC Rule 144: Stock Sale Requirements Requirements for selling restricted and control securities. Read guide ## Other Going Public Attorney Service Areas Near Arlington Acquisition Stars represents clients across Virginia and nationwide. Alex Lubyansky leads every M&A engagement. [serving Bellevue](https://acquisitionstars.com/going-public-attorney/bellevue) [going public attorney in Cincinnati](https://acquisitionstars.com/going-public-attorney/cincinnati) Don't see your city? [View all Going Public Attorney service areas](https://acquisitionstars.com/going-public-attorney) or [contact us directly.](https://acquisitionstars.com/consultation) ## Related Services in Arlington - [Going public via reverse merger: Arlington counsel](https://acquisitionstars.com/reverse-merger-attorney/arlington) - [Arlington deal diligence representation](https://acquisitionstars.com/due-diligence-attorney/arlington) - [Buying a franchise in Arlington: legal review](https://acquisitionstars.com/franchise-acquisition-lawyer/arlington) - [Arlington exit representation and deal counsel](https://acquisitionstars.com/business-sale-attorney/arlington) ## Statewide and Nearby Markets - [Going Public Attorney in Virginia](https://acquisitionstars.com/going-public-attorney/va) - [Bellevue going public attorney](https://acquisitionstars.com/going-public-attorney/bellevue) - [Cincinnati IPO and public offering counsel](https://acquisitionstars.com/going-public-attorney/cincinnati) ## Helpful Resources - [Business Valuation Calculator](https://acquisitionstars.com/tools/business-valuation) - [Price Negotiation Calculator](https://acquisitionstars.com/tools/price-negotiation-calculator) - [Request Engagement Assessment](https://acquisitionstars.com/consultation) ![Alex Lubyansky, Managing Partner at Acquisition Stars](https://acquisitionstars.com/images/alex-lubyansky-headshot-96w.jpg) > "The longer a deal drags, the worse it gets. Deal fatigue is real. Even when both parties agreed to something early on, if dates slip and deadlines slip, human nature takes over. At some point one side goes back to the internal drawing board and decides they don't want to be part of it anymore. I usually find this to be symptomatic of a poor process on the front end. Not malice. Not negative intent. Not someone running up fees. Just poor alignment, poor qualification, poor structuring at the start of the engagement. Once that's the foundation, every missed date compounds. The fix isn't more negotiation in the middle. The fix is doing better qualification before the deal team is even hired." Alex Lubyansky, Senior Counsel On deal fatigue (warning) (Leo Landaverde M&A Podcast) M&A counsel since 2013 Senior counsel on every engagement Admitted in Michigan, practicing nationwide [Read full bio](https://acquisitionstars.com/about) ## Ready to Talk About Your Arlington Deal? Donald Hateley serves as Of Counsel to Acquisition Stars and handles the securities law work. Alex Lubyansky leads the M&A work, with an associate supporting the engagement. Tell us about your transaction and we will let you know if there is a fit. Request Engagement Assessment [Call (248) 266-2790](tel:+12482662790) LOI through closing. Nationwide. M&A counsel since 2013. --- Source: https://acquisitionstars.com/going-public-attorney/arlington Markdown version generated for machine readers. Canonical HTML at the source URL.