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Ian R. Cohen

Ian R. Cohen

The deal lawyer who's been the GC. M&A and fractional GC for owners and PE- and VC-backed companies.

About

I'm the deal lawyer who's been the GC. I run IRC Legal, a boutique on Long Island, and I do two things: M&A counsel for owners and buyers in the lower middle market, and fractional General Counsel work for companies that need a real GC and can't yet justify one full-time.

I trained at Schulte Roth & Zabel and BakerHostetler, doing strategic and cross-border M&A. Then I spent nearly seven years as General Counsel of Pharmapacks and Packable, a venture-backed ecommerce company, through several capital raises, an announced SPAC merger and a wind-down. 17+ years of legal experience, 500+ closed transactions, $3B+ in aggregate deal value.

On the M&A side, I handle buy-side and sell-side deals end to end: LOIs, definitive agreements, diligence, disclosure schedules, RWI, and closing. On the fractional GC side, I run legal for companies that need a real GC and can't yet justify one full-time: commercial contracts, employment, equity and cap table work, vendor and platform agreements, and the judgment calls that come with all of it. The firm is also Bitcoin-native. I accept BTC for fees, advise clients on digital-asset structuring and custody, and take a treasury position on it myself.

What to send me: lower-middle-market M&A where the client needs someone who has actually closed the deal type before, fractional GC engagements for post-seed through growth-stage companies, and anything touching Bitcoin or digital assets where the lawyer has to understand how the thing actually works. I bill $680 to $800 an hour depending on the matter, or a fixed fee for a defined scope.

I'm here to refer as much as to receive. I get inbound regularly that is outside my lane (litigation, IP, immigration, tax) and I would rather hand it to someone in this network than turn it away.

Practice areas

  • General Corporate > Private Placements
  • General Corporate > Venture Capital (EC/VC)
  • M&A Law > Mid-Market M&A
  • Ads & Marketing
  • Commercial Contracts
  • Crypto & Blockchain
  • Technology Law

Services

  • M&A, Buy-Side and Sell-Side

    End-to-end on lower-middle-market acquisitions and exits: LOI, diligence, the purchase agreement, disclosure schedules, RWI, ancillaries, and closing. 500+ closed deals, including two billion-dollar sales of PE-backed companies. I've done your deal type before, and I run it like it matters, because it does.

  • Fractional General Counsel

    A real GC for companies that need one and can't yet justify one full-time: commercial contracts, employment, equity and cap table, vendor and platform agreements, and the judgment calls in between. I've sat in the in-house chair through a raise, a PE deal, a near-IPO and an unwind, so I know what the job actually is.

  • LOI Review and Negotiation

    Most deal terms are set at the LOI, not the purchase agreement. I review and negotiate the LOI before you sign it, so price, structure, escrow, exclusivity and working capital don't get locked in by default.

Experience

  1. General Counsel

    Packable

    Jan 2023 – Apr 2026

  2. General Counsel

    Pharmapacks

    Sep 2019 – Jan 2023

  3. Associate

    BakerHostetler

    Aug 2015 – Aug 2019

  4. J.D.

    Hofstra University - School of Law

Attorney Advertising. Prior results do not guarantee a similar outcome. IRC Legal Advisors LLC, Mineola, New York.

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