Our experience includes asset or stock acquisitions and dispositions, mergers, reorganizations, recapitalizations, leveraged buyouts, management buyouts, bankruptcy and UCC sales, and joint ventures. Each transaction is led by one or more senior M&A attorneys who assemble a team with experience in the relevant areas and coordinate the right resources to appropriately and effectively handle the transaction. Our M&A attorneys are recognized for their creativity, hard work, commitment to quality, and practical, common sense problem solving. From engaging an investment banker, to letter of intent and through closing, we counsel clients in every step of a transaction.
Our M&A attorneys provide counsel in a wide range of areas:
- Acquisition financing, including commercial, mezzanine, and private loans
- Seller financing, earn outs, and contingent consideration
- Rollover equity
- Negotiation of representations, warranties, and indemnification provisions (including “baskets,” “caps,” and other limitations), escrows, and representations and warranties insurance
- Regulatory issues, including filings under the Hart-Scott-Rodino (HSR) Act
- Due diligence
- Executive compensation agreements
- Employment contracts and policies
- Intellectual property assets
- Real estate matters (including acquisitions, dispositions, and leasing)
- Securities matters
- Tax implications
To the extent requested, we can perform comprehensive legal due diligence. We draw upon our experience in the areas of employment, finance, healthcare, intellectual property, litigation, real estate, tax, and other areas of law as appropriate to help you both assess the company to be acquired and properly structure the transaction.
We also have extensive experience in M&A transactions representing private equity funds, independent sponsors, and family offices with portfolio company platform and follow-on acquisitions and dispositions.