Virtually all businesses use the purchase or sale of companies, operations and product lines to build their future. Whether you want to buy a competitor or divest a business unit that does not fit into your strategic plan, you need experienced legal guidance to ensure that your interests remain secure. Manning Fulton’s merger and acquisition lawyers are skilled business persons who adhere to your timetable in planning and completing a transaction. As experienced business advisors, we help you structure the deal in the most tax efficient manner while helping to minimize liability exposure associated with acquiring a new company.

Our mergers and acquisitions lawyers have represented many strategic and financial buyers and sellers. We understand the financings mechanisms used in business combinations, and provide legal advice throughout the process, including:

• Negotiating and structuring asset purchase and stock purchase agreements, mergers and corporate reorganizations
• Acquiring businesses in bankruptcy
• Securing bank and equity financing to finance the acquisition
• Developing the tax plan for the acquisition
• Making Hart-Scott-Rodino antitrust filings
• Utilizing employee stock option plans (ESOP) to finance acquisitions

Manning Fulton lawyers handling M&A transactions work with colleagues from other practice areas of the firm when necessary to a successful transaction. Typical issues include:

• Antitrust
• Corporate management and governance
• Employee benefits
• Finance
• Environmental due diligence and liability
• Intellectual property
• Employment law
• Real estate
• Securities
• Tax liabilities

We have handled M&A transactions for clients of all sizes, including:

• Acquiring a multi-state corporation’s assets from bankruptcy
• Acquiring the US assets of a foreign corporation
• Purchasing a Canadian joint venture to create a wholly-owned subsidiary of a client
• Representing the acquirer of a franchisor with domestic and international operations
• Representing a US client in coordination with two other multinational corporations in negotiating the purchase of the US operations of a European company
• Completing a $150 million national real estate partnership rollup transaction
• Representing an electrical/fiber optic contractor in the sale of a company to a public national consolidator for Rule 144 stock
• Representing the sellers and buyers in the acquiition or sales of multi-unit automotive dealerships
• Representing the sellers in the sale of a lubricating products distribution business and of a tractor dealership
• Representing the sellers and purchasers in the sale of multi-unit franchise units in the hotel and restaurant industries

At Manning Fulton, we add value to the deal by crafting creative solutions that all parties can accept, while making sure that our client’s interests are protected.

Mergers / Acquisitions Practice Contact Lawyers:  Deborah L. Hildebran-Bachofen,  Stephen T. Byrd