Mergers & Acquisitions

Our attorneys are actively involved in sophisticated mergers and acquisitions transactions for both publicly traded and private companies. We represent buyers, sellers, private investment funds and their portfolio companies and we also have significant experience representing strategic companies and their boards of directors. Our M&A Group works seamlessly with attorneys from multiple disciplines within our firm.

We are involved in a wide range of M&A transactions, including:

• Leveraged buyouts
• “Going private” transactions
• Tender offers and proxy contests
• Stock and asset acquisitions/divestures involving public and private companies
• Cross-border M&A
• Joint ventures
• Recapitalizations
• Spin-offs and carve-outs
• Non-control investments, including “PIPEs”
• Restructurings

We have deep experience in all aspects of M&A transactions:

• Transaction structuring, including the regulatory and tax implications of alternative structures and dealing with securities, tax and other regulatory authorities
• Due diligence investigations, including risk assessments concerning litigation and regulatory compliance issues
• Auctions and competitive bid procedures
• Purchasing businesses and assets out of bankrupt estates
• Documentation
• Financing
• Closings, including regulatory and third-party consents, special purpose acquisition entities, transfers of assets and assumptions of liabilities, board and shareholder approvals, registration of securities for use as purchase consideration, and employee issues
• Post-closing obligations and rights, including purchase price adjustments, earnouts and indemnification obligations and recoveries
• Transition and integration