Guiding clients through Mergers & Acquisitions (M&A) and conducting meticulous Legal Due Diligence are cornerstones of our transaction support practice. We are committed to providing clear, comprehensive assistance throughout these complex processes, aiming to create long-term value and ensure successful outcomes for your most significant strategic initiatives.
Our support encompasses every critical stage of a transaction:
- Strategic M&A Planning & Transaction Structuring:
- Advising on the optimal legal and tax framework for acquisitions (whether share or asset deals), sales, mergers, demergers, and corporate restructurings.
- Assisting in the formation of joint ventures and strategic alliances.
- Drafting and negotiating essential preparatory documents, such as letters of intent (LOIs), term sheets, and non-disclosure agreements (NDAs), to establish a clear foundation for negotiations.
- Comprehensive Legal Due Diligence:
- Conducting in-depth investigations into all pertinent legal areas of the target entity or assets, including corporate records, material contracts, employment matters, intellectual property rights, real estate, litigation, and regulatory compliance.
- Systematically identifying legal risks, liabilities, and potential deal-breakers.
- Preparing tailored due diligence reports, ranging from concise "red flag" summaries focused on critical issues to extensive, detailed analyses and documentation.
- Coordinating with financial and tax due diligence teams to provide an integrated view.
- Negotiation & Documentation of Agreements:
- Meticulously drafting, reviewing, and negotiating Share Purchase Agreements (SPAs), Asset Purchase Agreements (APAs), merger agreements, and shareholder agreements.
- Developing all ancillary documentation required for the transaction, such as disclosure schedules, closing certificates, and transitional service agreements.
- Ensuring contractual terms accurately reflect due diligence findings and protect your interests.
- Implementation, Closing & Post-Closing Support:
- Managing all legal formalities for the signing and successful closing of the transaction.
- Assisting with necessary regulatory filings, including merger control notifications to relevant authorities.
- Providing counsel on post-closing integration matters and the fulfillment of any ongoing contractual obligations.
We approach each transaction with a deep understanding of the objectives and challenges faced by all involved parties – whether owners, buyers, strategic investors, or management. Our aim is to provide clear, considered counsel, leveraging our experience to safeguard your interests at every step.