The letter of intent sets the terms that define your entire deal. Our Annapolis LOI attorneys draft, review, and negotiate letters of intent for business acquisitions across Government, Defense, Professional Services, ensuring you lock in favorable terms and avoid costly surprises before you commit to due diligence.
Alex Lubyansky handles letter of intent law work for buyers and sellers in Annapolis 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:
Baltimore's M&A market is powered by its Johns Hopkins ecosystem (the city's largest employer), defense and cybersecurity contractors serving nearby Fort Meade and the NSA, and one of the East Coast's largest port operations. The metro's healthcare and biotech sectors generate consistent deal flow, with Johns Hopkins spinoffs and CROs creating a pipeline of acquirable businesses. Baltimore's defense and intelligence community, centered on the Fort Meade-BWI corridor, drives cybersecurity and IT services transactions that are distinct from the broader D.C. government contracting market.
Baltimore's M&A market is bifurcated: defense and cyber companies command premium valuations due to security clearance requirements and sticky government contracts, while traditional manufacturing and services businesses are more moderately priced. Buyers with existing security clearances or facility clearances have a significant competitive advantage in this market.
Baltimore's position between Washington, D.C., and Philadelphia places it in one of the wealthiest corridors in the nation, with acquired businesses able to serve federal, commercial, and academic customers. The city's relatively affordable commercial real estate and revitalizing urban core offer upside potential that pricier neighboring metros cannot match.
Maryland's Bulk Transfer Act remains in effect and requires buyers in asset sales to comply with notice provisions to creditors, and the state's Noncompete and Conflict of Interest Clause Act prohibits non-competes for employees earning below $19.88/hour (adjusted annually), which affects workforce-heavy acquisitions in services and healthcare.
A structured, methodical approach to letter of intent law
We review the proposed terms or your acquisition goals, identify leverage points, and develop a negotiation strategy that positions you for a successful deal.
We draft a new LOI or mark up the existing one, structuring binding and non-binding provisions to protect your interests while keeping the deal moving forward.
We negotiate key terms including purchase price structure, exclusivity periods, due diligence timelines, and closing conditions directly with the other side's counsel.
Once terms are agreed, we finalize the LOI and ensure both parties understand which provisions are binding, which are aspirational, and what happens next.
We carry the negotiated LOI terms into the due diligence phase and definitive purchase agreement, maintaining consistency and momentum through closing.
"The LOI is where leverage is won or lost. Once you sign a poorly structured letter of intent, you've already conceded negotiating positions you didn't even know you had. The purchase agreement just documents what the LOI already gave away."
Alex Lubyansky | Managing Partner
Share the basics and Alex will let you know if there is a fit.
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
Common questions from Annapolis clients
Submit your transaction details for a preliminary assessment by our managing partner
Submit Transaction DetailsRestricted by salary threshold ($15/hr). Reformation available for overbroad covenants.
Entity mergers and formations require filing with the Maryland State Department of Assessments and Taxation (SDAT). Annual reports and personal property returns are required. The Comptroller's office must issue a tax clearance for asset purchases.
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.
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.
In-depth guides to help you prepare for your transaction
Key provisions and structure for an acquisition letter of intent.
Read guideUnderstanding the binding and non-binding elements of each document.
Read guidePractical guidance on structuring term sheets for acquisitions.
Read guideHow exclusivity provisions work and what buyers should negotiate.
Read guideAlex Lubyansky handles every engagement personally. Tell us about your transaction and we will let you know if there is a fit.
Submit transaction details for review. We engage selectively with capitalized buyers and sellers.
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.