Derek T. Luke

Overview

Derek advises companies at all stages — from startups and emerging ventures to established middle-market enterprises — on corporate governance, strategy, commercial contracting, stock and asset deals, market entry and expansion, and compliance matters. Drawing on his experience as both a small business owner and lawyer, he brings a pragmatic, business-oriented approach to counseling company owners, operators, and directors and managing legal risks across a range of industries, including technology and AI, industrial and manufacturing, construction, energy, food and beverage, and healthcare and services.

That perspective is grounded in real owner-operator experience. Derek previously owned a winery focused on producing hard cider, navigating state and federal licensing and regulatory requirements firsthand, and ran a fractional general counsel practice serving businesses across multiple industries. He also successfully represented his winery before a zoning hearing board, successfully overturning a code enforcement officer’s denial of a certificate of use and occupancy by demonstrating his company’s full compliance with “no-impact home-based business” ordinance criteria. This, and other relevant experiences, informs his ability to see legal challenges through a business owner’s eyes.

Derek serves on the firm’s Technology Committee, where he plays a key role in deploying AI tools firm-wide to enhance client service, improve quality, and increase efficiency.

Recent highlights of Derek’s work include:

• Provided multistate licensing guidance that streamlined market entry for a major electrical contractor
• Closed a cross-border sale of a multi-state pet cremation services company with favorable leadership retention terms
• Surfaced key negotiation leverage in a U.S. mining acquisition through identification of material, U.S.-specific risks
• Protected proprietary methods and processes in an exclusive manufacturing transaction with a global defense contractor
• Structured a clean, expedited auction exit for the owner-operator of an insurtech company

Representative Matters

Derek has advised clients across a broad range of industries and transaction types, from commercial agreements and market entry to corporate restructuring and entity formation. His experience includes:

• Represented a Pittsburgh-based startup specializing in elite performance training using advanced technology, strength and speed conditioning, and data-driven analyses in its corporate formation and the negotiation of its initial lease.
• Represented a Carnegie Mellon University startup focused on AI-powered visual inspection systems in developing a manufacturer-facing template services agreement.
• Represented a Texas-based energy company in navigating laws and regulations applicable to hiring its first independent contractors and employees; drafted template employment documents addressing each.
• Represented a company providing coaching services to individuals with disabilities, assisting with navigation of state and federal resources and creating a template client services agreement.Represented a local, historic, family-owned Italian restaurant in a corporate restructuring to minimize risks and facilitate outside investments; created a holding company and transferred investments to a new subsidiary, allowing the operating entity to stay intact while reducing risks.
• Represented multiple franchised business owners in buying and selling companies, including business format franchises such as fast-food chains and gyms.
• Represented an Oklahoma-based industrial contractor expanding into residential real estate construction; protected capital investments through a carefully drafted operating agreement.
• Represented a Swedish company in U.S. market expansion, navigating U.S. antitrust considerations related to existing agreements with U.S. sellers, the products sold, and the relevant sales regions.
• Represented a global supplier of high-speed canning machinery in a collaborative commercial transaction leveraging mutual strengths and a shared customer base.
• Represented a distressed corporation in a non-bankruptcy wind-down and management of creditor claims, including strategic reclassification of debts through settlement agreements.
• Represented an innovative dental industry entity in granting profits interests to key team members to attract key talent and expand specialties.
• Represented a software company in restructuring internal indebtedness by amending promissory notes to reflect previously agreed changes.
• Formed entities for clients involved in TV and movie productions, elite baseball training, patent commercialization and licensing, mental health app development, construction projects, and household worker and executive assistant hiring, leveraging Pittsburgh’s startup ecosystem.