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Duncan B. Butcher

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My goal is to give clients the same treatment that I would seek from any service provider: responsiveness, clear communication, and a solid understanding of needs. By adhering to these baseline principles, I aim to give my clients a seamless experience while addressing their complex business issues. Quotation mark
Duncan B. Butcher
Duncan B. Butcher

About Duncan

Duncan Butcher focuses his practice on corporate transactional law and securities. Duncan counsels business clients on transactional issues that arise at all stages of a company’s life cycle, including entity formation, corporate governance, private placement equity and debt offerings, the purchase and sale of businesses (M&A), incentive compensation plans, commercial transactions, and ongoing general corporate matters. In addition, Duncan represents business owners in their interactions with established businesses, including their roles as directors and officers. His clients operate in a variety of industries, including technology, retail and consumer products and services, food and beverage, professional services, energy, and real estate.

Duncan regularly guides established business clients through the mergers and acquisitions process. Whether it’s structuring the transaction, negotiating key terms, responding to diligence requests, managing a deal team, or preparing the transaction documents, he never loses sight of his clients’ objectives. Working for his clients, Duncan takes a practical and efficient approach to accomplish their complex transactions.

Beyond the office, Duncan is a supporter and contributor to the thriving business communities in the Pacific Northwest. He is an active volunteer serving on boards and regularly engaging with committees for the local bar, entrepreneurial groups, and community organizations, including the Securities Committee of the Washington State Bar Association; The Indus Entrepreneurs (TiE Seattle); Entrepreneurs’ Organization (EO Seattle); and the Seattle Aquarium.

Representative Experience

  • Mergers & Acquisitions Plus
    • Represented manufacturer of battery storage devices for large-scale solar generation projects in its $100 million asset transfer and equity financing by multiple private equity sponsors.

    • Represented SaaS provider in its $14 million sale of stock to private equity buyer.

    • Represented health care provider in its $30 million asset transfer and equity financing by a private equity buyer.

    • Represented cannabis holding company in its $86 million merger with a publicly traded Canadian buyer.

    • Represented regional automotive business in its $7 million sale of assets to a national operator and subsequent repurchase of certain assets from the national operator.

    • Represented a regional financial advisory firm in its $12 million sale of assets to a national advisory firm.

    • Represented a regional financial advisory firm in its $9 million sale of assets to a national advisory firm.

    • Advised in-house counsel at one of the largest global energy companies in a reorganization transaction, including the management of a team of legal professionals.

    • Advise and provide legal support on an ongoing basis to in-house counsel of a global cruise line with respect to state liquor licensing requirements.

    • Advise and provide legal support on an ongoing basis to an importer of a variety of alcoholic beverages and liqueurs.

    • Represent numerous breweries, wineries, restaurants, and other food service providers with respect to liquor licensing requirements, general corporate matters, and mergers and acquisitions.

    • Advised and provided legal support to in-house counsel at one of the largest global internet companies, including review and negotiation of domestic and international vendor agreements involving server systems, data security, equipment leases, and a variety of other issues.

    • Advise and provide legal support on an ongoing basis to in-house counsel of a global manufacturer and marketer of equipment, including management of a team of legal professionals, review and negotiation of a wide range of agreements, and coordination with local counsel for international transactions.

    • Provided legal support for the formation and structuring of hundreds of entity types, including corporations, limited liability companies, and limited partnerships.

    • Prepared, reviewed, and negotiated distribution agreements, manufacturing supply agreements, licensing agreements, master service agreements, confidentiality/nondisclosure agreements, consulting agreements, and terms and conditions for clients in varied industries.



  • J.D., Seattle University School of Law, cum laude, business law focus, 2008
  • B. A., University of Washington, 2003
    • Phi Beta Kappa Honors Society
    • Economics Honors Society

Bar Admissions

  • Washington, 2009

Court Admissions

  • U.S. District Court, Western District of Washington


Professional Plus
  • Washington State Bar Association
    • Business Law Section, Securities Committee, member
    • International Law Section, member
  • Entrepreneurs Organization (EO Seattle)
    • Strategic Alliance Partner, firm representative, 2017-present
  • The Indus Entrepreneurs (TiE Seattle), charter member
Civic Plus
  • Seattle Aquarium
    • board of directors, 2021-present
    • auxiliary board, member and vice chair, 2015-2021


  • Selected for inclusion as a Washington Super Lawyer—Rising Stars, 2019

Insights from Duncan

  • "Essentials of Startup Formation," TiE Seattle, Entrepreneur Institute (June 2021)
  • “Selling Your Business 101: The Basics of M&A Transactions,” Entrepreneurs’ Organization Seattle Chapter, Quantum Forum (Nov. 2020)
  • “Buyer’s Representations and Warranties in a Business Sale,” Lorman Education Services, webinar (Aug. 2020)
  • “Using Incentive Equity in Corporations and LLCs,” Entrepreneurs’ Organization Seattle Chapter (July 2020)
  • “Navigating PPP Loan Forgiveness,” Entrepreneurs’ Organization Seattle, Chapter, webinar (May 2020)
  • “Getting Started: How to Form and Structure Your Small Business,” TiE Seattle, Entrepreneur Institute (Jan. 2020)
  • “Getting Your Company Off of the Ground,” TiE Seattle, Entrepreneur Institute (Sept. 2018)

Outside of the Office

Duncan enjoys traveling and spending time with his wife, friends, and family. He is an avid skier and mountain biker.