M&A Counsel Built for the Complexities of Technology Transactions
Technology company acquisitions don’t follow the same playbook as traditional M&A. The most valuable assets are intangible — software, data, algorithms, customer relationships, developer ecosystems — and the risks are different too. IP ownership chains, open source license compliance, data privacy obligations, and technology integration challenges all add layers of complexity that require counsel who understands both the deal mechanics and the technology itself. John Montague has been advising technology companies on M&A transactions for over fifteen years. It’s not a side practice — it’s the core of what he does. From his early career at Locke Lord LLP (now Troutman Pepper Locke), an AM Law 200 firm, through founding Montague Law, technology has been the through-line.
From John Montague: In a tech deal, the IP diligence can be more important than the financial diligence. I’ve seen acquisitions where the target’s most valuable software product was built partly on open source code with copyleft license obligations that nobody had tracked. That kind of discovery doesn’t just affect valuation — it can restructure the entire deal.
How We Help
John Montague’s technology M&A practice spans the full transaction lifecycle for acquirers and sellers of technology businesses. This includes conducting technology-focused due diligence covering IP ownership, open source compliance, software architecture, data privacy practices, and technology debt; structuring acquisitions of SaaS businesses with attention to revenue recognition, customer contract portability, and subscription metrics; advising on acqui-hire transactions where the primary acquisition target is the engineering team rather than the technology itself; negotiating technology transition and migration agreements that govern post-closing integration; handling IP assignment, technology license-back, and transition services arrangements; and advising on regulatory considerations specific to technology transactions, including CFIUS review for cross-border deals, data transfer restrictions, and sector-specific compliance requirements.
What Makes Tech M&A Different
In a traditional acquisition, the diligence process focuses heavily on financial statements, material contracts, and real property. In a technology acquisition, those elements still matter — but the center of gravity shifts to intellectual property and data. Does the company actually own its core technology? Were all developer assignments properly executed? Is the codebase encumbered by third-party license obligations? Does the company’s data collection and processing comply with CCPA, GDPR, and other privacy frameworks? Can the technology be integrated with the acquirer’s existing systems without a costly rebuild?
These questions require counsel who can navigate both the legal frameworks and the technical realities. John Montague’s experience as a visiting professor of Entrepreneurial Law at the University of Florida’s College of Business, combined with his years of representing technology startups from formation through exit, gives him the contextual understanding of how technology companies actually build and scale — which informs how he approaches the legal analysis.
The Florida technology ecosystem has matured significantly, with particular strength in fintech, health tech, and SaaS. Montague Law’s dual presence in Fernandina Beach and Coral Gables positions the firm at the intersection of Florida’s established tech corridors and its emerging innovation hubs, serving both local companies and national buyers acquiring Florida-based technology assets.
Frequently Asked Questions
What are the biggest risks in acquiring a technology company?
The most significant risks typically involve IP ownership gaps (especially if founders or contractors didn’t properly assign their work), undisclosed open source license obligations that could affect the acquirer’s ability to commercialize the technology, data privacy non-compliance that creates successor liability, customer concentration in key contracts, and technology debt that requires significant post-closing investment to resolve.
What is an acqui-hire?
An acqui-hire is an acquisition where the primary motivation is acquiring the target company’s team — usually engineers or product developers — rather than its technology or revenue. These deals are common in the tech industry and require careful structuring around employee retention, IP assignment, non-compete treatment, and the unwinding of the target company’s existing obligations.
How does Montague Law handle cross-border technology acquisitions?
John Montague regularly advises on cross-border technology M&A, including transactions involving CFIUS national security review, cross-border data transfer restrictions, and multi-jurisdictional IP portfolio transfers. His approach coordinates U.S. legal requirements with local counsel in the target’s jurisdiction to ensure comprehensive coverage.
About John Montague
John Montague has focused on technology transactions for his entire legal career — from his work at Locke Lord LLP (now Troutman Pepper Locke), an AM Law 200 firm, through fifteen-plus years of advising technology companies on M&A, venture capital, and corporate transactions. He holds a J.D. from the University of Florida Levin College of Law and served as a visiting professor of Entrepreneurial Law at UF’s College of Business. He practices from Fernandina Beach and Coral Gables, Florida.
Related Practice Areas: Mergers & Acquisitions | Venture Capital | Technology Transactions
Planning a technology acquisition or exit? Call 904-234-5653 or schedule a consultation.