Our merger and acquisition practice is varied in both size and complexity. We have been involved in transactions ranging from small closely-held family businesses to venture capital and private equity funds to large public companies to those involving hundreds of millions of dollars. We represent clients in the acquisition and disposition of publicly-traded companies, including controlling interests in these types of publicly traded companies. We represent clients on all sides of the table, including public and private buyers and sellers, special committees of boards of directors, management buyout groups, venture capital and private equity funds, and financial advisors, to senior and subordinated lenders.
Our attorneys have experience in structuring, negotiating, documenting and closing many different types of transactions, including:
- Stock purchases and sales;
- Asset purchases and sales;
- Cash tender and securities exchange offers;
- Mergers, including those involving stock, cash and a combination of cash and stock;
- Leveraged and management buyouts;
- Venture capital and private equity minority and control transactions;
- Going private transactions;
- Stock investment agreements;
- Spin-offs;
- Roll-ups and consolidations;
- Reorganizations, restructurings and recapitalizations;
- Joint ventures; and
- Strategic alliances.
Our attorneys are involved in all aspects of M&A transactions, including:
- Developing initial proposals, bid packages, and letters of intent;
- Assembling and supervision of data rooms;
- Supporting due diligence;
- Drafting and negotiating the definitive documents and ancillary agreements;
- Advising on tax, securities, employment, employee benefit and liability issues, intellectual property ownership, transfer, and related issues;
- Advising on related management employment agreements;
- Counseling on board, shareholder and third-party approval; and
- Closing transactions.
To provide comprehensive and effective advice, our M&A lawyers regularly draw upon the experience of our attorneys in other areas of practice, including tax, securities laws, real estate, employee benefits, environmental, labor and intellectual property.