Soheil Ebadat

Practice Areas

Mergers and acquisitions (M&A): buy-side and sell-side private and middle-market acquisitions, divestitures, mergers, carve-outs, add-ons, and founder exits.

Private equity and sponsor-led transactions: platform acquisitions, recapitalizations, and add-ons for independent sponsors and institutional capital partners, with focus on preserving sponsor economics from sourcing through closing and positioning assets for exit.

Venture capital and growth equity financings: seed through Series D+, including SAFEs, convertible notes, preferred equity, secondary transactions, and venture debt, representing both companies and institutional investors.

Investment fund formation and capitalization: structuring of venture and growth equity vehicles, GP/LP economics, carried interest design, SPV organization, and ongoing fund operations for emerging managers and institutional sponsors.

Joint ventures and strategic partnerships: deal structuring, governance, economics, and commercial terms for cross-border and domestic platform combinations.

Strategic commercial contracting and negotiations: distribution, licensing, manufacturing, supply, sponsorship, endorsement, and complex multi-party commercial agreements, often with cross-border dimensions and Fortune 500 counterparties.

Soheil's practice has particular cross-border depth in European football and multi-club ownership, where Ebadat is the only U.S.-based law firm with a dedicated and established practice in European sports M&A. He counsels clubs, multi-club ownership platforms, and sports investors on franchise acquisitions, league regulatory and approval processes, fit-and-proper testing, change-of-control procedures, and federation coordination across the Premier League, English Football League (EFL), Ligue 1, La Liga, Serie A, and the Czech National Football League.

Career

Soheil Ebadat is the founding partner of Ebadat, a Texas-based corporate law firm with offices in Houston and Austin. He launched the firm to deliver national-firm technical depth at boutique speed, with particular focus on partner-led execution for founders, sponsors, and growth-stage companies on transactions where structure, diligence, and risk allocation determine outcomes.

Before founding Ebadat, Soheil served as General Counsel of Redbud Brands, an Austin-based consumer venture studio that invests in and scales emerging brands across food and beverage, wellness, beauty, and lifestyle categories. As General Counsel, he led all legal functions for the studio and its portfolio, including fund and SPV structuring, portfolio investments, joint ventures, commercial agreements, governance, and exit transactions.

Earlier in his career, Soheil practiced at Kirkland & Ellis LLP and Latham & Watkins LLP, where he advised on some of the most consequential M&A and capital markets transactions of the period, including KKR's $5.3 billion acquisition of Cloudera, Vector Acquisition Corporation's $4.1 billion business combination with Rocket Lab USA, Clayton, Dubilier & Rice's $2.5 billion sale of Sirius Computer Solutions to CDW Corporation, Rice Acquisition Corp.'s $1.15 billion combination with Aria Energy and Archaea Energy, and Magnetar Capital's $402 million IPO of Star Peak Corp II.

Earlier still, Soheil was a management consultant at Accenture, where he developed his commercial diligence and execution discipline working with Fortune 500 enterprises on post merger integration.

Soheil is also a General Partner at ARO Ventures, a leading investor in high-growth cybersecurity companies, where he applies his transactional expertise to investment selection and portfolio support.

Professional Memberships

State Bar of Texas (admitted member)

American Bar Association, Business Law Section

Publications

Author, 2026 U.S. Investor's Guide to European Football, a comprehensive resource for U.S. capital approaching European football transactions. The Guide features a foreword by the former General Manager of the Houston Astros and is distributed to family offices, sports investors, and institutional capital allocators considering European football opportunities.

Author and contributing voice across Ebadat's Insights & Strategies platform, including:

"Multi-Club Ownership Platforms: Legal Considerations and Strategic Insights"

"Structuring Carried Interest and Waterfall Mechanics: Getting the Economics Right"

"GP/LP Negotiations: Key Terms LPs Push Back On and How to Handle Them"

"How to Structure a Private Fund: Legal Framework, Entity Selection, and Practical Considerations"

"Johnson & Johnson v. Fortis: Delaware Supreme Court Limits the Implied Covenant in Earnout Disputes"

"Acquihires Explained: Legal Risks, Investor Protections, and How Startups Should Structure Them"

"Key Legal Insights & Strategies for Family Offices"

Personal

Soheil is a board member of Club Deportivo Leganés and the Texas A&M University Department of Economics. He is the author of the 2026 U.S. Investor's Guide to European Football and speaks regularly on multi-club ownership, fund formation, and cross-border M&A to family offices, institutional investors, and sports operators.

Education

Experience

Recent representative matters at Ebadat include serving as lead counsel to one of the founding sponsors in the recent acquisition of Sheffield Wednesday Football Club (English Football League Championship), where the firm represented approximately half of the equity capital in the transaction; as lead counsel to Blue Crow Sports Group on its acquisition of Le Havre Athletic Club (Ligue 1, France), the oldest football club in French history, and on additional cross-border football club acquisitions, including the transfer of MFK Vyškov's professional competition rights to FK Příbram for the 2025-26 Czech National Football League season; serving as counsel to a U.S.-based investor consortium in its proposed acquisition of A.C. Monza (Serie A, Italy), where the bid progressed to final stages of negotiation and regulatory review; representing DIO Capital Partners on its acquisition of ProWire USA, a premier supplier of motorsport, automotive, aviation, and marine-grade wiring products; representing RedBud Brands on a joint venture with a multinational food and beverage company; representing the buyer in the secondary acquisition of Olipop, a leading probiotic beverage brand; and leading Transpose Platform fund formation and capitalization, including their most recent large institutional funds with LP commitments from leading global investors.

Soheil has also represented a Geneva-based trade-flow intelligence and cargo tracking data company on a multi-year, multi-million-dollar international partnership with a Fortune 500 company involving the development and deployment of artificial intelligence and machine learning technologies.

His prior-firm experience at Kirkland & Ellis LLP and Latham & Watkins LLP includes advising KKR on its $5.3 billion acquisition of Cloudera; Vector Acquisition Corporation on its $4.1 billion combination with Rocket Lab USA; Clayton, Dubilier & Rice on its $2.5 billion sale of Sirius Computer Solutions to CDW Corporation; Rice Acquisition Corp. on its $1.15 billion combination with Aria Energy and Archaea Energy; Magnetar Capital on the $402 million IPO of Star Peak Corp II (NYSE: STPC) and a $100 million preferred equity investment in PosiGen; Pike Corporation on Lindsay Goldberg's majority investment; Levine Leichtman Capital Partners on its sale of Caring Brands International; Wander on a significant credit facility and the launch of Atlas REIT; Bain & Company on its acquisition of Umbrage; MRO Corp. on its acquisitions of Cobius Healthcare Solutions and FIGmd; Audax-backed ICP Group on its acquisition of Choice Adhesives; Acosta on its acquisitions of Impact Group and The CORE Group; and Callon Petroleum Company on a $140 million overriding royalty interest transaction and a $300 million issuance of secured second lien notes and warrants.

Industry Sector Expertise

Soheil's deepest sector concentration is European football, where Ebadat is the only U.S.-based law firm with a dedicated and established practice in European sports M&A. Cross-border football club acquisition, multi-club ownership platform design, league approvals, and federation coordination across the Premier League, EFL, Ligue 1, La Liga, Serie A, and the Czech National Football League.

Outside sports, his sector concentrations include consumer products and CPG (representing both leading brands and the venture studios and investment platforms that scale them), emerging technology as well as investment funds and asset management (formation and capitalization of venture and growth equity vehicles for emerging managers and institutional sponsors), and energy and trade-flow intelligence (cross-border commercial contracting for energy services companies and Fortune 500 strategic partnerships).

Expert in these Jurisdictions

Delaware and Texas (United States); cross-border experience with counterparties in France, Italy, Spain, the Czech Republic, the United Kingdom, Switzerland, the United Arab Emirates, Mexico, Japan, and other jurisdictions.

Languages Spoken

English; Persian (Farsi).

Awards