Ed Willig provides comprehensive legal representation to businesses of all sizes, together with their owners and senior executives. With a thorough understanding of the legal and operational concerns of his clients, Ed provides strategic counsel in navigating, negotiating and documenting significant transactions. Working in tandem with business owners and top-level management, he assists in the formulation of long-term strategies that enhance business stability and growth.

Ed routinely assists with the formation and financing of new businesses, negotiation and drafting of contracts, and other issues relating to emerging and established companies in a wide array of industries. He also has substantial experience in mergers and acquisitions, buy-outs of business owners, state and federal securities law compliance, and executive employment agreements.

Key Areas

  • Business formation
  • M&A transactions
  • Debt and equity financings
  • Buy/sell agreements
  • State and federal securities law compliance

Experience & Affiliations

Representative Matters

  • Represented a start-up company in the nutrition industry through multiple equity financing rounds and a successful sale to a large multinational enterprise. In addition to the financing and sale transactions, negotiated, drafted and reviewed commercial contracts with key suppliers and other partners, and advised the CEO on strategic issues.
  • Represented two significant owners of a regional construction company in the buy-out of the other two significant owners. The transaction resolved pending litigation between the parties and included senior and subordinated debt financing, a trademark license, noncompetition covenants, and unusual indemnification provisions relating to contingent liabilities for a very large ongoing construction project.
  • Represented a nonprofit organization in the restructuring of its financial obligations, which exceeded $20 million. The restructuring involved material financial contributions by multiple parties, including the nonprofit organization, a bank which had issued a letter of credit securing some of the organization’s obligations, a county, and a city, and the resolution of a dispute with the State of California. The restructuring also resulted in a new long-term lease of the organization’s principal facility.
  • Represented the controlling owner of a specialty equipment rental company in the sale of the company to a private equity fund. We had not previously represented our client in connection with the business, but we quickly familiarized ourselves with the business and the proposed transaction, and served as the primary counsel for the sellers.
  • Structured the merger of two health care institutions, each with numerous subdivisions and combined annual revenue of $500 million. The transaction required the identification and resolution of potentially problematic areas, including compliance with bond covenants, ERISA, labor agreements, antitrust and state government approval processes.
  • Represented a Bay Area–based venture capital fund in making investments in its portfolio companies, including legal due diligence investigations and negotiation and documentation of all agreements.

Professional Organizations

  • State Bar of California, Business Law Section

Civic and Charitable

  • Hillsborough School Foundation | Former President
  • Shelter Network of San Mateo County (now part of LifeMoves) | Former Chair

Speaking Engagements

  • Co-Presenter, Recent Trends in Start-Up Financing, Carr McClellan Corporate & Business Briefing Series (2012), September 12, 2012
  • Co-Presenter, You Have a Great Idea for a Start-Up, Now What?, Carr McClellan Corporate & Business Briefing Series (2011), October 13, 2011

Honors and Awards

  • AV® Preeminent™ Martindale-Hubbell
  • 2020 Northern California SuperLawyer®