Jay T. Thompson

Jay T. Thompson is a partner with the Firm's Corporate department. He represents private companies, business owners, lenders and investors across a broad range of industries including healthcare, consumer business services, A & D, industrials, financial services, technology, software and consumer/retail. Jay helps his clients navigate sometimes difficult and complex challenges with advice centered upon practical, cost and tax-efficient solutions. 

His decades of experience in mergers and acquisitions, private equity and venture capital transactions, as well as tax efficient restructurings allow him to anticipate issues long before they arise and to address them quickly and efficiently. 

He often serves the role of outside general counsel providing advice to his clients, their management and board of directors, helping them to shape and execute their business strategies.

Jay was recognized in The Best Lawyers in America® for Corporate Law in 2026.

Representative Clients and Matters 

• Guided Opticolor, Inc., a global leader in high-quality compounded plastics used by top brands in optics, laser, and lighting, on its acquisition by Techmer BB Bidco, LLC, a subsidiary of Techmer PM, while maximizing tax efficiencies.
• Assisted Unstoppable Automotive MBMCA, LLC in its acquisition of a Mercedes-Benz dealership in Monterey, California, navigating complex negotiations to achieve franchisor approval and close the transaction in just three weeks.
• Advised Sage Scientific LLC (dba Neurophotometrics), a scientist-led fiber photometry company producing high-quality optical equipment, in its sale to MicroBrightField, LLC, a portfolio company of Brattle Point, LLC. Previously represented the company in connection with Brattle Point’s 2022 minority investment.
• Helped SG Homecare, a leading provider of durable medical equipment, respiratory therapies, mobility solutions, orthotics, and prosthetics, in its sale to a private equity firm, Sverica Capital Management, negotiating a tax-efficient structure through extensive due diligence.
• Represented H and H Drug Stores, Inc. (“H and H”) dba Western Drug Medical Supply to Sverica Capital Management, securing  regulatory approvals from federal and state agencies and addressing sales and use tax issues related to H and H pharmaceutical operations.
• Represented Seiler LLP, a CPA firm, in its sale to equity backed CPA firm Baker Tilly US, LLP.
• Aided NexTech Systems, Inc., a full-service distributor and manufacturers’ representative of transportation and safety products for Southern California municipalities, in its sale to MoboTrex Acquisition, LLC for a combination of cash and rollover equity, closing in just over 30 days.
• Represented Hanmar, LLC, a family-owned metal fabrication business, through its evolution into a sophisticated aerospace and defense supplier and ultimate sale to a private equity-backed firm, Alpha Metalcraft Group (“AMG”), a portfolio company of Industrial Growth Partners (“IGP”).
• Aided The Sourcing Group, LLC (“TSG”) in obtaining acquisition financing and representation warranty insurance in connection with its acquisition of Vangard Direct, Inc., an integrated marketing and business solutions provider.
• Guided Reproductive Health and Wellness Center ("RHWC"), a clinic, lab and surgery center specializing in fertility care and services, in its sale to private equity backed Global Premier Fertility LLC. 
• Assisted in a highly complex multi-state restructuring for a high-net-worth family involving nearly two dozen LLCs across multiple properties and lenders, while addressing complex 1031 exchange issues and TIC agreement requirements.