Arizona non-compete enforcement and earn-out exposure
Enforceable with blue-pencil modification available
"Founders get excited about the check amount and focus on valuation headlines while the fine print gets glossed over."
Planning to take your company public? Our Gilbert-based attorneys specialize in IPOs, direct listings, SPAC mergers, and alternative paths to public markets for companies across Technology, Healthcare, Manufacturing.
Share the basics. Alex reviews every inquiry personally.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Alex Lubyansky handles ipo & going public law work for buyers and sellers in Gilbert and across the country. Here is what that looks like:
We work best with people who know what they want and are ready to move:
Tell us what you are working on. We respond within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
We don't take every matter. Here is what happens when you reach out.
Alex reviews your transaction details personally. No intake coordinators, no junior associates screening your submission.
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.
If there is alignment, Alex schedules a direct call to discuss your transaction, timeline, and objectives.
Before any work begins, you receive a written engagement letter with defined scope, timeline, and fee structure. No surprises.
Alex Lubyansky handles every ipo & going public law engagement personally.
15+ years of M&A experience. Nationwide. One attorney on every deal.
We review every transaction inquiry within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Use these before you call any firm, including ours.
At many firms, a partner sells the work and a junior associate does it. Ask for the name of the attorney who will draft and negotiate your documents.
Volume indicates current, active deal experience, not just credentials from years ago.
A $500K SBA acquisition and a $50M PE deal require different skill sets. Make sure the attorney has handled transactions similar to yours.
M&A transactions require a team. Your attorney should work with your other advisors, not in a silo.
Reps, warranties, and indemnification claims surface months after closing. Ask whether the firm handles post-closing litigation or refers it out.
Hourly, flat fee, or hybrid. Ask what factors increase legal costs so there are no surprises.
Common questions from Gilbert clients
Submit your transaction details for a preliminary assessment by our managing partner
Submit Transaction DetailsSubmit transaction details and Alex will respond directly.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Scottsdale has become a magnet for wealth management firms, family offices, and fintech companies, concentrating financial advisory M&A activity at a rate disproportionate to its population. The city has absorbed a significant wave of California tech company relocations, creating a growing SaaS and digital marketing M&A ecosystem. Scottsdale's resort and luxury hospitality sector, including world-class golf communities and destination spas, generates unique deal opportunities in high-end hospitality management, wellness brands, and lifestyle real estate.
Scottsdale's deal market has tightened as the metro attracts more capital and business owners, with wealth management practice acquisitions commanding 8-12x recurring revenue multiples. Tech companies that relocated from California often trade at coastal-adjacent valuations despite Arizona's lower cost base, while hospitality and services businesses offer more value-oriented opportunities.
Scottsdale's concentration of high-net-worth individuals and retirees creates a premium customer base for financial, healthcare, and luxury services businesses. Arizona's flat 2.5% corporate income tax (recently reduced from 4.9%), lack of franchise tax, and pro-business regulatory environment make post-acquisition economics highly favorable compared to California origin points.
Arizona enforces non-compete agreements under a reasonableness standard and permits courts to blue-pencil overbroad restrictions rather than voiding them entirely, and the state's Bulk Transfer provisions have been repealed; Arizona's relatively new Regulatory Sandbox program for fintech companies may create unique licensing considerations in financial services acquisitions.
Enforceable with blue-pencil modification available
Mergers and entity conversions require filing with the Arizona Corporation Commission (ACC). Asset purchases of businesses holding professional licenses may require re-application. The ACC also oversees securities registrations.
State Bar of Arizona (mandatory unified bar). Unified/integrated bar. Membership required to practice law in Arizona.
Bar association websiteFederal districts: D. Ariz.
Business court: Maricopa County Superior Court Complex Civil Department (established 2007) Designated complex business litigation department in Maricopa County. Not a separate statewide court but a specialized docket within the superior court.
Phoenix metro drives Arizona M&A across technology, real estate, and financial services; the state is a growing destination for corporate relocations from California.
Watchpoints
These are the items we see derail ipo & going public law transactions in the Gilbert market. Each one is rooted in current statutory law, recent legislative changes, or recurring patterns from the deals Alex has handled.
Enforceable with blue-pencil modification available
"Founders get excited about the check amount and focus on valuation headlines while the fine print gets glossed over."
Securities regulated by Arizona Corporation Commission (azcc.gov/securities). Arizona follows the Uniform Securities Act of 2001; Blue Sky notice filings required for Reg D.
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.
In-depth guides to help you prepare for your transaction
State-by-state securities registration requirements and exemptions.
Read guideHow private companies can issue equity compensation under Rule 701.
Read guideFiling requirements for Regulation D offerings at the state level.
Read guideHow reverse mergers work and when they make sense as a path to going public.
Read guideRequirements for selling restricted and control securities.
Read guideAcquisition Stars represents clients across Arizona and nationwide. Alex Lubyansky handles every engagement personally.
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"A lot of legal marketing right now is built around the phrase quarterback. An attorney can be a quarterback. But that costs a lot of money, and it's very inefficient for most people. The way I think about an attorney's role in a solid deal is more like a surgeon. The attorney comes in and offers surgical value at strategic moments. Every time, the value justifies the fee. There's less friction. The deal experience is more positive on every side. The cost of the quarterback model is that you're paying hourly for moments where someone else on the deal team is the right person to lead. The cost of the surgeon model is that the deal team has to be qualified and aligned on the front end. Skip that work and the surgeon ends up being a quarterback by accident."
15+ years of M&A and securities transaction experience Senior counsel on every engagement Admitted in Michigan, practicing nationwide
Reviewed by Alex Lubyansky on . Read full bio
Alex Lubyansky handles every engagement personally. Tell us about your transaction and we will let you know if there is a fit.
Tell us about your deal. We review every submission and respond within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
One attorney on every deal. Nationwide. 15+ years of M&A experience.