Mergers and Acquisitions
Transition is the common ingredient of mergers and acquisitions. Whether consolidating their industries, combining the strength of two, divesting non-core businesses, achieving liquidity, transitioning ownership or undergoing other change, our clients need sophisticated and practical help to achieve their goals. We have broad experience representing the various participants in these transactions – buyers, sellers, financing sources, management team members and others.
Our team of transactional lawyers works closely with our tax, environmental, employee benefit, intellectual property, anti-trust and estate planning groups to provide the full range of knowledge required by these matters. We combine this experience and cross-disciplinary team work with a practical approach to transactions, making us an effective and value-added resource to our clients.
Clients include public and private companies, their directors and independent committees, owners, managers and financing sources. They consolidate their industries through acquisitions, sell businesses, divest portions of their businesses, finance acquisitions, enter into affiliated party transactions, and form joint ventures and strategic alliances. Financing source clients include senior lenders, mezzanine lenders and other private equity sources of capital.
We provide advice regarding asset and stock purchase agreements, mergers and consolidations (including public stock-for-stock mergers), divestitures, going private transactions, distressed company and bankruptcy acquisitions, anti-takeover defenses, roll-ups, corporate restructurings, spin-offs, minority investments, joint ventures and other strategic alliances, as well as related debt and equity financing. Our advice has included use of sophisticated tax and accounting structures to maximize transactional value for our clients, including tax-free reorganizations, cash election mergers, I.R.C. §338(h)(10) elections, and tax-deferred transactions.
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