Mergers & Acquisitions
Buying or selling a business is one of the most complex transactions you'll ever undertake. We represent buyers and sellers through every stage — from letter of intent to closing — protecting your interests and getting deals done.
Mergers and acquisitions transactions — whether you are buying a competitor, selling your company to a strategic acquirer, or taking on a private equity partner — are high-stakes, time-sensitive, and legally complex. The documentation, due diligence, negotiation, and closing mechanics of an M&A deal require experienced counsel who understands not just the legal mechanics but the business dynamics that drive these transactions.
Buy-Side Representation
For acquirers, we assist with target identification and preliminary evaluation, letter of intent (LOI) negotiation, due diligence coordination, purchase agreement drafting and negotiation, representation and warranty review, escrow arrangements, and post-closing integration. Our goal is to identify risk, negotiate protections, and close transactions efficiently.
Sell-Side Representation
For sellers, we help prepare the business for sale — cleaning up the cap table, organizing key contracts, addressing legal issues before they surface in due diligence — and then represent you through the negotiation of deal terms, the purchase agreement, the representations and warranties you make about the business, and the indemnification provisions that determine your post-closing liability.
Asset Sales vs. Stock Sales
One of the most significant structural decisions in any M&A transaction is whether to structure it as an asset purchase or a stock purchase. Each has different tax implications, liability implications, and practical considerations. Buyers often prefer asset purchases (to avoid assuming unknown liabilities); sellers often prefer stock sales (for capital gains treatment). We help clients evaluate the trade-offs and negotiate the structure that best serves their goals.
Authoritative Resources
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Schedule a free consultation to discuss your M&A transaction.