THE FULL STORY:
MERGERS & ACQUISITIONS
Business as we know it has gotten a major overhaul. Over the last decade, we have seen an exponential rise in e-commerce trade versus traditional brick-and-mortar dealings. This progression to virtual commerce saw a significant acceleration in popularity during the COVID-19 pandemic, which required many businesses to implement new strategies to serve their customers and staff in the new socially-distanced climate. While we are unofficially out of the pandemic, established traders continue to battle to adjust to this new remote way of working, trading and shopping. Considering the unavoidable reach of globalisation has greatly contributed to the need for businesses to innovate customer offerings quickly, it has caused a surge in companies turning to collaboration, merging or acquisition to keep up with demand and override supply chain issues.
As the newfound "business trade" continues to heat up, so does the need for detail-oriented and business-minded attorneys that specialise in navigating complex and large-scale transactions such as these. As an area of law, mergers and acquisitions is a set of regulations and legal procedures informed by integral pieces of commercial legislation that control processes relating to; consolidating, purchasing, and restructuring corporations. Various aspects of the law are at play in M&As, such as competition law and takeover regulation, shareholder negotiation and protection, due diligence and, where applicable, oversight of cross-border transactions and legal framework.
One of the first major M&A deals occurred in the early 1900s between Carnegie Steel and the US Steel Corporation, owned by financial giant JP Morgan. The deal was worth nearly 500 million dollars, which over a century ago, was a stunning amount of money. Since then, M&As have become commonplace in commercial law practice and a vital tool in the growth of any corporation.
Most of our clientele are ambitious business and brand owners looking to elevate the market share of their venture. As a firm, we are passionate about safeguarding our client's commercial interests, which makes us a great choice to represent your commercial needs in such a significant transaction. We have combined our instinct for business with our talent for tough litigating, precision drafting and eagle-eyed due diligence to streamline the process of M&A deals as much as possible for our clients.
This is the first step we advise our clients to set into motion once they have identified a company in which they are open to investing.
We assist in obtaining relevant information from the company in question, together with investigating and verifying the deal on the table to validate the financial and commercial information that has been put forward. We start by defining our client's overall strategy and identifying their goals in the transaction. Our next steps would be to implement specific protocols and expert methods of evaluation to ultimately provide our clients with a holistic and detailed valuation of the investment opportunity at hand.
Next, we consult the information that we have gathered through the due diligence process and use our client's commercial goals as a framework to compile a thorough, considered and strategic plan of action to conclude the investment or sale of the asset. To do this, we appraise which avenue of acquisition will best suit our client's ambitions between; a stock purchase or sale, a merger, or the sale or purchase of the asset. Once this has been defined, a formal purchase agreement is drafted and considered.
We have tough and experienced litigators, in addition to mediators at hand to defend the best interests of our clients at this often contentious and stressful period of the M&A process. At this stage, commitment to our client's goals is our driving force as we bargain to broker a deal that shoots as close as possible to achieving our client's desired outcome.
In the final stretch, it is our priority to ensure that all aspects of the successfully negotiated deal are above-board to allow the transfer to proceed without interference.
We ensure that all closing conditions are legal, valid and that both parties are satisfied with the deal. We work to confirm that all warranties, non-solicits and representations are still valid and obtain all relevant third-party authorisations to conclude the purchase agreement. It is also vital to ensure that buyer finance is secured and that no active or pending third-party litigation exists which could hamper the transfer process. Our role at this stage is to ensure that the deal remains on track as negotiated, keeping our clients updated at every step of the verification process.