Buying and selling companies, stock and assets
Few events in a company’s life cycle are as potentially transformational, and rife with opportunities and risks, as mergers and acquisitions (M&A). Whether your company is a small business looking to expand or liquidate or a public company considering new market opportunities or disposing of non-core assets, M&A deals can consume a substantial share of management resources and mindshare before, during and after negotiation and consummation of a deal.
They can also have lasting post-closing ramifications, both good and bad, in the form of effects on your company’s operations, leadership and personnel, ownership, brands, vendor and customer relationships, strategic opportunities, debt and liquidity, liabilities, cash flows, earnings and more.
Meticulous execution of M&A transactions, from initial conception, discussions and letters of intent to due diligence, negotiations, definitive documentation, closing and post-closing integration, is essential.
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- Two-step mergers
- Stock dispositions
- Reps and warranties
- Indemnities
- Post-closing covenants
- Purchase price adjustments
- Regulation 13D-G
- Public M&A
- 3(a)(10) fairness hearings
- Strategic committees
- Hostile M&A Deal protections
- Anti-takeover devices
- Bid letters Letters of intent
- M&A financing Proxy rules
- Private M&A Breakup fees and Cross-border transactions.