Mergers / Acquisitions

Our attorneys have significant experience representing buyers, sellers, and private equity funds and other investors in tax-free and taxable mergers, acquisitions or assets or stock, management buyouts, leveraged transactions, controlled auctions, recapitalizations, joint ventures, spin-offs, and other types of M&A transactions.

We focus on our client’s objectives to bring skill and efficiency to the process surrounding complex buyout and strategic transactions, including initial planning through negotiation, due diligence, Hart Scott Rodino filings, and closing. We ensure that our transaction team works closely with the client’s management, accountants, lenders and investment bankers to address and understand the underlying strategic, tax, accounting and financial objectives of our clients.

We advise and assist private equity funds and investors to address both immediate transactional issues and to plan for future rounds or exits. Our lawyers handling these transactions work with colleagues from other practice areas of the firm when necessary to a successful transaction including finance, tax planning, securities, antitrust, employment and employee benefits, intellectual property, real estate, and environmental due diligence and liability.

Our attorneys continually engage in acquisition transactions with both private and public companies, involving:

  • Negotiations and structuring asset purchase and stock purchase agreements, mergers and corporate reorganizations
  • Acquiring businesses in bankruptcy
  • Securing debt, mezzanine and equity financing
  • Taxable and non-taxable mergers
  • Spin-offs of subsidiaries or divisions of companies
  • Recapitalizations

Our attorneys have significant experience with M&A transactions for clients of all sizes. Some examples include:

  • 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 managed hosting company in a sale to a private equity company
  • Lead counsel in sale of pharmaceutical service company in leveraged buyout transaction
  • Lead counsel to European company in purchase of private label manufacturing company with production facilities in Central America
  • Lead counsel to European company acquiring US-based consumer goods company
  • Lead counsel to European company in divestiture of brands to purchasers based in United States and Europe
  • 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 $300 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 acquisition 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

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