Elizabeth Bleakley, Bleakley Law LLC
Elizabeth focuses on corporate, business transactional, and securities law for small and mid-size companies. She focuses on mergers and acquisitions, private securities offerings and funds, business separations, corporate governance, business deals, equity compensation, and other business and securities matters.
As someone who has started three small businesses of her own, Elizabeth understands the risks, rewards, and challenges involved. Elizabeth also has over ten years of management experience at several national financial services companies. Her legal experience in serving small and mid-sized businesses, prior management experience, and business education work together to provide clients with a practical approach to meeting their legal needs.
• Advise client venture fund on and prepare amended and restated private offering of $13 million in equity securities in early stage portfolio companies.
• Act as outside counsel to client company with over $60 million gross receivables.
• Advise client founder on and prepare transaction documents related to sale of client’s professional services company to international acquirer for $2.7 million in cash and equity.
• Provide legal counsel to founder shareholder in appx. $6 million sale of a start up e-commerce company and related agreements with executive as key employee.
• Act as outside counsel to SEC registered investment advisor with over $200 million assets under management.
• Counsel financial services client on $580,000 (with earn-out) acquisition of broker-dealer seller and its technology platform. Negotiate and prepare asset purchase agreement and restrictive covenants. Review and advise on related FINRA continuing membership application (Rule 1017).
• Prepare $4.1 million private offering of securities for issuer to convert outstanding bridge loans to Series B preferred shares. Prepare related amendments to warrants.
• Successfully represent client’s interests against a cease-and-desist demand of alleged trademark infringement.
• Due diligence on mobile applications and games portfolio company of client investor, including: $1.5 million convertible notes offering with right to future investment of $5 million; Apple developer program license agreement, Mark Cuban advisor agreement, Google developer distribution agreement, and other software development and licensing agreements; and corporate governance and capitalization documents.
• Represent purchasing partner in the buy-out of business partner’s interests in a service industry company and prepare and close $900,000 stock purchase.
• Advise client on succession planning matters over a period of several years, including potential sale of the company, equity incentive programs, management team, and bringing in a successor. Prepare related equity incentive documents, memorandum of understanding, and other related guidance and documents.
• Negotiate executive employment and equity compensation agreement with incoming CEO on behalf of client company, including bonus structure, restrictive covenants, and related employee restricted share purchase agreement.
• Advise client on and prepare equity compensation plan and related award agreements for ecommerce client.
• Prepare attorney opinion letter as special counsel in the State of Illinois in connection with a $90 million registration statement filed for a public company with the Securities and Exchange Commission (SEC).
• Negotiate and prepare a licensing and distribution agreement involving an international manufacturer and national non-profit organization.
• Prepare and obtain trademark registrations for clients in the restaurant, e-commerce, and fashion design industries.
Professional Activities and Recognition
Elizabeth has spoken on many occasions for both the American Bar Association (ABA) and the Illinois State Bar Association (ISBA), and has been published by both associations. She is Ex-Officio Chair of the ISBA Business and Securities Section Council, a member of the Institute of Illinois Business Law (IIBL), and President of the Chicago Association for Business Economics (CABE). Elizabeth was recently named as the Chicago Metro Chair of the University of Chicago – Chicago Women’s Alliance. She is a former ABA Business Law Fellow, former Chair of the ISBA Business Advice and Financial Planning Section Council, and former President of the Chicago Booth Alumni Club. Illinois Super Lawyers Magazine named Elizabeth to its list of Rising Stars for 2012, 2013, 2014, and 2015. She was an adjunct professor at DePaul University for several years where she taught a course on leadership.
Elizabeth has a J.D. from Chicago-Kent and an M.B.A. from the University of Chicago, with concentrations in finance and accounting, strategy, economics, and entrepreneurship. She received her B.A. with a concentration in Business Administration from DePaul University.