Tiantian Chen advises companies, investors, and founders on mergers and acquisitions, private equity, venture capital, and corporate governance matters. Ms. Chen represents clients throughout the business lifecycle, from formation and early-stage financing to strategic acquisitions, growth investments, and exits.
Mergers and Acquisitions Practice (Private Equity)
Ms. Chen advises companies, private equity sponsors, investors, founders, and management teams on mergers, acquisitions, divestitures, and other strategic transactions. Ms. Chen represents both buyers and sellers in transactions involving privately held businesses, portfolio companies, and corporate divisions, tailoring advice to the client’s commercial objectives and the demands of each deal.
Ms. Chen’s practice covers the full transaction lifecycle. At the outset, Ms. Chen helps clients evaluate potential deal structures—including stock purchases, asset purchases, and mergers—and negotiate letters of intent, non-disclosure, and exclusivity arrangements. During due diligence, Ms. Chen identifies legal and operational risks, coordinates with specialists in areas such as tax, employment, intellectual property, and regulatory compliance, and develops practical solutions to issues that could affect value, timing, or closing certainty.
Ms. Chen drafts and negotiates definitive agreements and related transaction documents, with particular attention to purchase-price adjustments, earnouts, representations and warranties, indemnification, closing conditions, and post-closing obligations. Ms. Chen’s practice also includes advising on required consents and approvals, coordinating financing and closing deliverables, and helping clients resolve issues that arise between signing and closing.
Venture Capital Practice
Ms. Chen advises founders, emerging companies, and investors on venture capital financings and the corporate matters that accompany a growing business. Ms. Chen helps clients understand how financing terms affect ownership, control, future fundraising, and long-term business objectives.
For emerging companies, Ms. Chen advises on entity formation, capitalization, founder equity, equity incentive plans, and the legal groundwork for raising capital. Ms. Chen negotiates and documents seed and priced equity financings, as well as convertible notes, and helps companies evaluate investor rights, board composition, dilution, and other terms that shape a company’s relationship with its investors.
For venture capital funds and other investors, Ms. Chen assists with investment diligence, term sheets, financing documents, and portfolio-company matters. This work includes evaluating governance and information rights, pro rata participation, transfer restrictions, and protections negotiated in connection with an investment. Ms. Chen also advises on follow-on investments, amendments to existing financing arrangements, and transactions involving multiple investor groups.
General Corporate Practice
Ms. Chen assists clients with entity formation and organizational matters, including selecting an appropriate entity structure, preparing governing documents, and establishing ownership and management arrangements. A significant portion of Ms. Chen’s general corporate practice involves minority and majority equityholder relationships, including structuring and negotiating shareholder and operating agreements, investment documents, and governance arrangements that balance decision-making authority and other protections. When disagreements arise, Ms. Chen helps clients assess their contractual rights, governance processes, and practical options for resolution.
