Beaverton anchors the western end of Portland's 'Silicon Forest,' the technology and advanced-manufacturing corridor that runs from Hillsboro's semiconductor campuses through Beaverton's athletic and technology headquarters cluster. Companies here range from privately held growth-stage technology firms preparing their first institutional raise to established manufacturers weighing a public offering or a reverse merger onto a public shell. Our managing partner handles the M&A side of these engagements directly, working with founders, boards, and the outside auditors and underwriters those transactions require, and coordinates with securities counsel on the securities filings.
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
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.
A structured, methodical approach to securities law
1
Initial Consultation
We discuss the M&A side of your transaction, review your current situation, and outline potential strategies and timelines, including whether securities counsel should be involved.
2
Due Diligence & Analysis
Our team conducts thorough due diligence of your corporate structure, financial statements, and compliance history.
3
Strategy Development
We develop a customized deal strategy for the M&A side of your transaction, whether it's going public, raising capital, or a business combination, and identify where securities counsel needs to be involved.
4
Execution & Filing
We negotiate and execute the M&A side of the transaction documents, and coordinate with securities counsel on filings with the SEC, state regulators, and exchanges.
5
Ongoing Support
After the transaction closes, securities counsel handles ongoing compliance and reporting, and we remain available for M&A-related post-closing matters.
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 Beaverton 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.
Submission Received
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
Frequently Asked Questions
Common questions from Beaverton clients
Does Oregon require a separate securities filing on top of the SEC's Form D?
Yes. A Regulation D offering that includes Oregon investors still requires a notice filing with the Oregon Division of Financial Regulation, in addition to the federal Form D filed with the SEC. Federal Regulation D preempts state registration requirements for Rule 506 offerings, but the notice filing and any associated fee remain a state-level requirement.
Why would a Beaverton-area company consider a reverse merger instead of a traditional IPO?
A reverse merger onto an existing public shell can be faster and less expensive than a traditional IPO because it avoids the underwriting process and the extended SEC registration timeline. The tradeoff is that the target company inherits the shell's corporate history, so due diligence on prior liabilities, shareholder base, and reporting compliance is critical before the transaction closes.
What ongoing securities obligations apply after a company based near Portland goes public?
Public companies must file quarterly (10-Q) and annual (10-K) reports with the SEC, hold an annual shareholder meeting with proxy disclosure, monitor Section 16 reporting for officer and director transactions, and comply with Regulation FD when making material public statements. Companies that also raised capital under state exemptions before going public should confirm those state filings remain current.
What does a securities lawyer do?
A securities lawyer advises companies on all aspects of securities law, including public offerings, private placements, SEC compliance, securities litigation, and regulatory investigations. Acquisition Stars helps clients with the M&A side of these transactions and works with securities counsel on the securities regulations and compliance work.
When should I hire a securities lawyer?
You should engage a securities lawyer whenever you're planning to raise capital, considering going public, facing SEC compliance issues, or dealing with securities litigation. Early involvement allows us to structure the M&A side of the transaction properly and identify where securities counsel needs to be brought in, which helps avoid costly mistakes.
What is the process for going public?
Going public involves preparing registration statements, completing financial audits, implementing corporate governance structures, conducting due diligence, filing with the SEC, and coordinating with underwriters and exchanges. The process typically takes 6-12 months depending on the complexity and readiness of your company.
How do I know if my company is ready to go public?
Companies ready to go public typically have strong financial performance, audited financials, solid corporate governance, experienced management, a compelling growth story, and the ability to meet ongoing reporting obligations. We can assess your readiness during an initial consultation.
What are the alternatives to a traditional IPO?
Alternatives include direct listings, SPAC mergers, reverse mergers, Regulation A offerings, and private placements under Regulation D. Each option has different requirements, costs, and benefits. We can help you evaluate which path is best for your situation.
What can I expect during an initial consultation in Beaverton?
During your confidential initial consultation in Beaverton, we'll discuss your securities law needs, review your current situation, assess potential challenges specific to Oregon, 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 Beaverton?
Yes, we represent clients nationwide while maintaining a strong presence in Beaverton. Alex Lubyansky leads securities 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
Portland's M&A market is driven by its strengths in athletic and outdoor brands (Nike, Columbia, Adidas NA), clean technology, and craft manufacturing. The city's reputation as a hub for sustainable business creates acquisition opportunities in green building, organic food production, and renewable energy services. Portland's semiconductor cluster (Intel's largest campus) generates tech M&A activity throughout the supply chain.
Top M&A Sectors Near Beaverton
Athletic & Outdoor Brands
Clean Technology
Semiconductor Manufacturing
Food & Beverage
Creative Services
Deal Environment
Portland's market is smaller but high quality, with business owners who tend to be values-driven and selective about acquirers. Cultural fit matters more here than in most markets - buyers who understand the Pacific Northwest ethos have a significant advantage.
Why Acquire in the Portland Area
Portland's lower cost of living compared to Seattle and San Francisco, combined with access to the same Pacific Northwest talent pool, makes it an attractive market for acquirers seeking value in technology and consumer businesses.
Oregon Legal Considerations
Oregon voids non-compete agreements unless they meet strict requirements: the employer must provide written notice at least two weeks before employment, the employee must earn above the median household income, and duration is capped at 12 months.
Beaverton M&A Market Insight
Beaverton and the surrounding Portland metro combine two securities-law client profiles: technology and software companies raising private capital under Regulation D, and established manufacturers and athletic-industry suppliers considering a public offering or reverse merger to access growth capital. Oregon's Division of Financial Regulation, part of the Department of Consumer and Business Services, administers state securities registration and exemption notices alongside the federal framework, so a Regulation D raise still requires a Oregon-specific notice filing in addition to the SEC's Form D. The metro's semiconductor and advanced-manufacturing base in neighboring Hillsboro adds a steady stream of supplier and component companies that eventually need securities counsel as they scale past friends-and-family and angel funding into institutional rounds.
Common Deal Scenarios in Beaverton
1
Regulation D Raise for a Beaverton-Area Technology or Athletic-Industry Supplier
Growth-stage companies in Beaverton's technology and athletic-industry supplier base most often raise under Rule 506(b) or 506(c) of Regulation D. The engagement covers the private placement memorandum, subscription agreements, and accredited-investor verification procedures, Form D filing with the SEC, and the corresponding notice filing with the Oregon Division of Financial Regulation. Board resolutions, updated cap table documentation, and investor-rights agreements typically accompany the raise.
2
Reverse Merger Onto a Public Shell for an Oregon Manufacturer
Privately held manufacturers in the Silicon Forest corridor sometimes pursue a reverse merger as a faster, lower-cost path to public-market access than a traditional IPO. The work includes due diligence on the target shell company, negotiating the merger agreement, preparing the disclosure documentation the SEC and the exchange require, and unwinding legacy liabilities that can attach to an existing public shell before the transaction closes.
3
Ongoing SEC Reporting for a Publicly Traded Oregon Company
Once a Beaverton-area company is public, securities counsel manages the recurring reporting cycle: quarterly and annual SEC filings, Section 16 reporting for officers and directors, Regulation FD compliance around public statements, and Rule 144 review for restricted-stock sales by insiders and early investors. The workload concentrates around earnings announcements and material corporate events.
Why Beaverton for M&A
Beaverton sits inside a technology and advanced-manufacturing corridor that produces a steady mix of private capital raises and, less frequently but consistently, companies weighing public-market access through a traditional offering or a reverse merger. Oregon's dual-layer securities framework, federal exemption plus a state notice filing through the Division of Financial Regulation, means Regulation D transactions here carry an extra compliance step that out-of-state counsel sometimes misses. That combination of active private fundraising and periodic public-market transactions is what keeps securities work in this market ongoing rather than one-off.
Local Market Context
Beaverton M&A Market
Portland-Vancouver-Hillsboro, OR-WA MSA · MSA population 2.5M
MSA Population (2024)
2.5M
U.S. Census Bureau
Top Industry Concentration
1 semiconductor manufacturing
2 apparel and outdoor retail
3 technology services
Portland's M&A market is shaped by semiconductor manufacturing (Intel's Hillsboro fab complex is one of the largest in the US), apparel and outdoor retail, and technology services. The metro straddles the Oregon-Washington state line, creating multi-state structuring considerations. Oregon's progressive regulatory environment and unique tax structure (no sales tax, substantial corporate income tax) affect deal economics. The metro's technology sector has grown as a secondary Pacific Northwest hub to Seattle.
Major Beaverton Employers and Deal Anchors
Intel (Hillsboro fabs)
Nike
Daimler Trucks North America
Legacy Health
Providence Health
Precision Castparts (Berkshire Hathaway)
Transit and Logistics
Portland International Airport serves the metro. Port of Portland handles grain, auto imports, and container cargo and is a significant Columbia River-Snake River navigation system terminus. The port provides Pacific Rim trade access.
Recent Beaverton Deal Signal (2024-2025)
Intel's restructuring and cost-reduction program in 2024-2025 created uncertainty around its Hillsboro operations, with potential for supplier rationalization and asset divestitures in the Portland metro semiconductor supply chain. Nike's brand portfolio review also generated potential subsidiary and licensing transaction signals.
Oregon Division of Financial Regulation handles securities. Portland imposes a Business License Tax and a Metro Supportive Housing Services income tax on businesses and individuals, which affect post-acquisition operating economics.
Oregon Legal Considerations for Securities Law
Non-Compete Laws
Restricted by role, income threshold, and 12-month maximum. Sale-of-business exception.
Filing Requirements
Entity mergers and conversions must be filed with the Oregon Secretary of State. Annual reports are required. The absence of sales tax simplifies asset purchase filings. The Department of Revenue handles CAT registration and compliance.
Key Oregon Considerations
Oregon has no sales tax, eliminating successor sales tax liability risks and simplifying asset purchase mechanics
Oregon's Corporate Activity Tax (CAT), enacted in 2019, is a gross receipts tax that applies in addition to the corporate excise tax, creating a dual tax burden that differs from most states
Oregon's strong environmental regulations (DEQ oversight) can create significant due diligence requirements for acquisitions involving manufacturing or natural resource businesses
Oregon Bar Authority
Oregon State Bar (mandatory unified bar). Unified/integrated bar. Membership required to practice law in Oregon.
Business court: No dedicated business court division. Commercial disputes proceed through general civil courts.
Oregon M&A Market Context
Oregon M&A is driven by technology (Portland-Beaverton corridor with Intel, Nike, and tech companies), semiconductor manufacturing, and outdoor/apparel brands.
Watchpoints
Common Beaverton Securities Law Pitfalls
These are the items we see derail securities law transactions in the Beaverton market. Each one is rooted in current statutory law, recent legislative changes, or recurring patterns from the deals Alex has handled.
1
Oregon non-compete enforcement and earn-out exposure
State legal framework
Restricted by role, income threshold, and 12-month maximum. Sale-of-business exception.
"Founders get excited about the check amount and focus on valuation headlines while the fine print gets glossed over."
2
Beaverton local regulatory exposure
Local regulatory
Oregon Division of Financial Regulation handles securities. Portland imposes a Business License Tax and a Metro Supportive Housing Services income tax on businesses and individuals, which affect post-acquisition operating economics.
3
Oregon regulatory framework attorneys flag at LOI
State statute
Securities regulated by Oregon Division of Financial Regulation (dfr.oregon.gov). Oregon follows the Uniform Securities Act; Blue Sky notice filings required for Reg D. Oregon restricts non-competes for employees earning below a wage threshold (ORS 653.295).
Guides and Resources
In-depth guides to help you prepare for your transaction
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.