Attorneys in the Mergers and Acquisitions Practice Area represent buyers and sellers in transactions, both large and small, public and private. They are experienced and offer clients assistance in all phases of transactions, including:
- Identifying acquisition and divestiture targets, developing proposals and pricing strategies
- Choosing and retaining financial advisers, if appropriate
- Preparing private placement memoranda and structuring and conducting auctions
- Organizing physical and virtual due diligence rooms
- Negotiating letters of intent
- Conducting due diligence
- Structuring transactions to achieve tax, accounting, and other business objectives
- Drafting and negotiating definitive documentation
- Advising clients with respect to post-closing developments, including disputes and indemnification claims.
In representing clients in merger and acquisition transactions, practice members call upon the expertise of our other departments and practice areas to address issues relating to tax, labor and employment, environmental, intellectual property, securities, antitrust and real property law, among others.
Attorneys in the practice have represented clients in virtually all types of transactions, including:
- asset and stock purchases and sales
- mergers
- tender offers
- leveraged buyouts
- management buyouts
- taxable and tax-free reorganizations
- spin-offs
- formation and dissolution of joint ventures
- ESOP transactions.
Our related experience in structuring, negotiating, and consummating all types of public and private financing transactions, both debt and equity, is closely related to our merger and acquisition activities. We also have acted as counsel to special committees of independent directors in merger and acquisition transactions involving related entities.
