Tana Materi is Chair of Carney Badley Spellman’s Business Department and a member of the firm’s Board of Directors. Since beginning her legal career at Carney in 1999, she has helped build the firm’s corporate and mergers and acquisitions practices and developed longstanding relationships with business owners and professional advisors throughout the Pacific Northwest.
Tana advises privately held businesses on corporate, finance, and M&A matters. In addition to representing buyers and sellers in significant transactions, she serves as outside general counsel to companies. This combination of transactional and ongoing advisory work provides perspective on the ownership, governance, financing, and strategic considerations that often influence important business decisions. She also draws on longstanding relationships with accountants, wealth advisors, investment bankers, consultants, and other professionals when a matter requires experience beyond legal issues alone.
Before entering the practice of law, Tana served as a finance officer and Captain in the Canadian Air Force, including as Squadron Logistics Officer for the Canadian Forces Air Demonstration Team, the Snowbirds. Early leadership assignments taught her the importance of drawing on the expertise of others, making informed decisions under pressure, and remaining accountable for the outcome. Those principles continue to shape her leadership within the firm and her work with clients.
Experience includes:
- drafting and negotiating letters of intent (LOIs);
- drafting and negotiating, on the buy side and sell side:
- stock purchase agreements;
- asset purchase agreements; and
- merger agreements;
- drafting and negotiating:
- debt and equity finance documents;
- commercial loan transactions;
- shareholder agreements;
- employment agreements;
- transition agreements; and
- licensing and distribution agreements;
- advising on post-closing:
- purchase price adjustments;
- earn-outs; and
- indemnification matters;
- creating, dissolving, and working with partnerships, limited liability companies, and joint ventures; and
- advising on corporate governance.
Representative industries include:
- Aerospace
- Construction
- Consumer Products
- Communications
- Dental Services
- E-Commerce
- Education
- Food & Beverage
- Manufacturing
- Professional & Administrative Services (including Business Consulting and Staffing)
- Retail
