U.S. M&A / Corporate Securities Attorney – Related-Party Stock Acquisition

We are seeking an experienced U.S. corporate/M&A attorney to advise on and document a private-company related-party stock transaction. A parent company, ULIFE Brands, Inc., will acquire a controlling interest in IQ Pouch Company, Inc. from an existing shareholder, Zero Hour Ventures. The transaction will involve ULIFE issuing its own common stock as consideration, while IQ remains a separate majority-owned subsidiary. We are looking for counsel with direct experience in private-company M&A, stock-for-stock transactions, corporate reorganizations, related-party transactions, board fiduciary/conflict procedures, minority shareholder rights, and private securities exemptions. Scope includes: * Review existing ULIFE and IQ governing documents and cap tables * Recommend optimal transaction structure * Determine required board/shareholder approvals * Address related-party/conflict-of-interest process * Draft stock purchase/share exchange/contribution documents * Draft board and shareholder consents * Address minority shareholder and transfer-restriction issues * Structure ULIFE equity issuance as consideration * Ensure ULIFE maintains majority control following a contemplated IQ financing * Coordinate with transaction tax counsel/CPA * Manage closing checklist and final transaction documents This is a relatively small private transaction, but we want institutional-quality documentation and governance. Please include examples of similar private M&A or stock-for-stock transactions you have personally handled, your state bar admission(s), hourly rate, and estimated project fee.