At Vela Wood, Candace focuses her practice on M&A, management equity, and executive compensation matters for startups and mid-sized companies. She is known for navigating challenging deal dynamics, including multi-party negotiations, sophisticated financing structures, and cross-border transactions. Candace handles transactions in diverse industries, including technology, artificial intelligence, healthcare, professional services, and consumer goods and services.

Candace also advises clients on executive compensation, retention and incentive arrangements, consulting agreements, and workforce-related diligence and integration matters. She has deep experience structuring equity rollover arrangements, management incentive plans, and other post-closing ownership and compensation frameworks, allowing her to address employment and management considerations within transactions seamlessly.

Candace is active in the Dallas legal community. She serves as VP of Mentoring on the Board of Directors of the Dallas Women Lawyers Association and as a Trustee and Grants Chair of the DAYL Foundation, supporting mentoring, charitable, and professional development initiatives within the profession and larger Dallas community. Candace was selected to the 2023-2025 Super Lawyers Rising Stars lists and is a Texas Bar Foundation Fellow, an honor granted to 1/3 of 1% of Texas attorneys.

Candace earned her J.D. summa cum laude from Hamline University School of Law in St. Paul, Minnesota. While in law school, Candace served on the Executive Board for the Hamline Law Review. She earned her B.A. cum laude in International Studies from Macalester College in St. Paul, Minnesota. After law school, Candace served as a judicial law clerk for the Honorable Christine A. Nowak on the U.S. District Court for the Eastern District of Texas.

Select Representations

*Some transactions reflect Candace’s work at prior firms.

  • Represented a Texas-based content platform in a recapitalization, including negotiation and design of new executive compensation packages and equity plans
  • Represented Harvia Plc in its acquisition of ThermaSol Steam Bath LLC, a leading Texas manufacturer of high-end steam showers and steam rooms.
  • Represented an Australian company in the sale of its U.S. and Australian operations, including pre-transaction international restructuring
  • Represented a national NetSuite and managed services business in connection with its acquisition by a strategic buyer
  • Represented an investor in connection with a split-off and reorganization transaction
  • Represented an artificial intelligence startup with Latin American and United States operations in connection with the acquisition by a public company
  • Represented a healthcare services business in connection with the sale of the business to a Canadian company, including cross-border tax considerations
  • Represented a Minnesota buyer in connection with the purchase of a lakeside resort, including management of extensive real estate holdings and planned communities (HOAs). The deal included a novel combination of seller, conventional, and MHFA financing.*
  • Represented two national managed service companies in connection with a strategic merger in multiple phases*
  • Represented a Minnesota real estate company in connection with a MNVest offering*
Community Involvement
  • VP of Mentoring, Dallas Women Lawyers Association (DWLA) Board of Directors
  • Trustee and Grants Committee Chair, DAYL Foundation
  • Member, Women in the Profession Committee, State Bar of Texas (June 2023 to Present)
  • 2023 Dallas Bar Association WE LEAD Program
  • 2018 DAYL Leadership Class
Presentations
  • “M&A 101,” Vela Wood Staley Young P.C. (October 15, 2025)
  • “The Power of a Letter of Intent,” Collin County Bar Association – Corporate Counsel Section Meeting (August 14, 2025)
  • “Understanding Jurisdiction of the Texas Business Courts,” State Bar of Texas Annual Meeting (June 19, 2025)
  • “Mastering Difficult Conversations,” DWLA/DAYL Women’s Mentoring Circles (Moderator, May 20, 2025)
  • “Things I Wish I Knew: M&A Edition,” Dallas Association of Young Lawyers CLE Committee (November 12, 2024)
  • “Understanding Representation and Warranty Insurance in M&A Transactions,” Dallas Women Lawyers Association (October 15, 2024)
  • “Understanding Representation and Warranty Insurance in M&A Transactions,” State Bar of Texas Annual Meeting (June 20, 2024)
  • “Demystifying Career Transitions, Women in the Profession Committee,” State Bar of Texas (Moderator, April 25, 2024)
  • “Mergers & Acquisitions University,” Vela Wood Staley Young P.C. (September 21-22, 2023)
  • “Underestimate the Indemnification Section at Your Peril,” Dallas Bar Association, Mergers and Acquisitions Section (December 13, 2022)
  • “Climbing the Ladder: Developing and Marketing Your Greatest Asset, Yourself“, DWLA/DAYL Women’s Mentoring Circles (Moderator, August 16, 2022).
  • “The Indemnification Section: Misjudged and Misunderstood,” Vela Wood Staley Young P.C.(April 20, 2022)
  • “What You Don’t Know Can Hurt You: Privacy and Cybersecurity for Your Law Firm,” Privacy in 2021, State Bar of Texas Civil Liberties & Civil Rights Section (September 17, 2021)
  • “You’re Fired: The First Amendment and Social Media,” State Bar of Texas Annual Meeting (June 18, 2021)
  • “You’re Fired: The First Amendment and Social Media,” 15th Annual Bill of Rights Course, TexasBarCLE (May 14, 2021)
  • “Data Privacy Rights: Searches at the Border and Beyond,” State Bar of Texas Annual Meeting (June 14, 2019)
  • “Searching for Data Privacy,” 13th Annual Bill of Rights Course, TexasBarCLE (May 17, 2019)
  • “Ethics in Practice: Exploring Ethics from Different Practice Perspectives,” Hamline University School of Law (November 18, 2015)
  • “Attractiveness and Certainty: The Minnesota LLC Act Makeover,” Hamline University School of Law (October 13, 2015)

Publications

People who are crazy enough to think they can change the world are the ones who do.

– Rob Siltanen

Fun Facts:

  • Candace practiced for several years in Minneapolis, Minnesota prior to moving to Texas.
  • During her time in college, Candace studied abroad in Avila, Spain and London, England.
  • Arthur and Louis, Candace’s Shih Tzus, are fondly called the “Little Princes” since they were named after King Arthur and King Louis XIV.

Education:

  • Hamline University School of Law, J.D., Summa Cum Laude
  • Macalester College, B.A. in International Studies, Minors in History and Psychology, Cum Laude

Candace Groth's Recent Blog Posts
M&A
Understanding Representation & Warranty Insurance in M&A Transactions

Representation and Warranty Insurance (RWI) is becoming increasingly common in mid-market transactions as a tool to manage risk and streamline negotiations. This blog explains what RWI typically does – and does not – cover, its benefits for both buyers and sellers, and when to secure it within the transaction timeline.

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Corporate Governance
What’s New in Delaware? Key Corporate & LLC Changes Every Business Should Know in 2025

In March 2025, Delaware overhauled its General Corporation Law, introducing major changes that impact how companies handle conflicted transactions, board approvals, and stockholder rights. These updates aim to reduce legal uncertainty and bring clearer standards for directors, officers, and controlling stockholders. Here’s a quick look at what’s changed—and why it matters.

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M&A
The Power of an LOI

This blog post explains why a Letter of Intent (LOI) is essential in acquisition transactions, despite initial alignment between parties. It outlines how an LOI benefits both buyers and sellers by clarifying key financial and legal terms, setting expectations, and providing enforceable confidentiality and exclusivity.

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View All by Candace Groth