David M. Lay
David Lay represents companies and individuals in a broad range of transactional matters, with an emphasis on seed, angel, and venture capital financings, mergers and acquisitions, and general corporate and securities matters.
He has significant experience in the organization and ongoing representation of emerging growth, technology, and other companies, including information technology, SaaS, high-tech research, development and manufacturing, biosciences, transportation, and B2B and B2C companies.
David is listed in The Best Lawyers in America® for Corporate Law (2013-present) and for Leveraged Buyouts and Private Equity Law, Mergers and Acquisitions Law, Venture Capital Law (2023), in Chambers USA for Corporate/M&A Law (2023-present), and in Virginia Super Lawyers for Securities & Corporate Finance Law (2010-2017) and Mergers & Acquisitions (2018-present). He also has been named among Virginia’s “Legal Elite” for Business Law by Virginia Business (2009, 2014-2016, 2019-present).
He is a former chair (2010), secretary (2009) and executive committee member (2007-2011) of the Richmond Bar Association’s Business Law Section. He previously served as the secretary of the Legal Opinions Committee of the Virginia Bar Association (VBA) and on the VBA’s drafting committee for the Virginia Report on Third Party Legal Opinions in Business Transactions.
He earned his Juris Doctor degree, cum laude, from Washington & Lee University, and he earned his Bachelor of Science degree from the University of Virginia.
- Washington and Lee University School of Law (J.D.), 1996
- cum laude
- University of Virginia (B.S.), 1993
Professional Affiliations
- Venture Forum RVA – Board of Directors (2017-2019)
- Richmond Bar Association, Business Law Section – Chair (2010), Secretary (2009), Executive Committee (2007-2011); Organizing Committee (2007)
- Virginia Bar Association, Legal Opinions Committee – Secretary (2018-2020)
- Virginia Bar Association – Drafting Committee for Virginia Third Party Legal Opinions Report (2011-2018)
Bar Admissions
- Virginia State Bar
The Best Lawyers in America® - Corporate Law (2013-present), Leveraged Buyouts and Private Equity Law, Mergers and Acquisitions Law, Venture Capital Law (2023)
Virginia Super Lawyers – Securities & Corporate Finance, Mergers and Acquisitions (2010-present)
Virginia Business – “Legal Elite,” Business Law (2009, 2014, 2016, 2019-present)
Virginia Super Lawyers Rising Stars – Securities & Corporate Finance (2007-2009)
Chambers USA – Corporate/M&A Law (2023-present)
Experience
M&A Transactions
- Representation of COX Transportation Services and its affiliates in a sale to a buyer group formed by Expedition Capital Partners, Ironwood Capital, and Tecum Capital Partners.
- Representation of Envest Capital Partners, a private equity firm, in its acquisition of Bell & Williams Associates, a provider of repossession, collection, remarketing, and skip tracing services.
- Representation of DDI Transportation, an established drayage and trucking business, in its sale to RoadOne IntermodaLogistics, a single source intermodal, distribution, and logistics services company.
- Representation of Home Care Delivered, a provider of reimbursable medical supplies, in a majority equity investment transaction with a healthcare industry-focused private equity firm.
- Representation of PeakLogix Inc., a material handling systems integrator, in its sale to Alta Equipment Group Inc. (NYSE: ALTG), an industrial and construction equipment company.
- Representation of The Income Tax School, Inc. in its sale to an e-learning company, KnowFully Learning Group, which is part of NexPhase Capital, LP.
Securities Offerings
- Representation of Belle Isle Moonshine, a craft spirit maker based in Richmond, VA, in a notes offering.
- Representation of a growth equity firm in numerous investment rounds totaling more than $25,000,000.
- Representation of a consumer engagement services provider in the healthcare space in several financing rounds totaling over $10,000,000.
- Representation of a large indoor growing facility in a $10,800,000 preferred stock round.
- Representation of Outdoor Access, an outdoor recreation company, in Series A Preferred Stock and Common Stock offerings.
- Representation of a healthcare technology company in numerous financing rounds totaling $18,500,000.
- Representation of Warehowz, LLC, an on-demand warehousing solution, in its Series Seed Preferred Stock offering.
- Representation of an events application program in a $2,500,000 stock offering.
“David is the consummate professional. He is personable, knowledgeable, fair and fiercely protective of our interests.”
— Williams Mullen Client Feedback - Chambers USA, 2023
