Mergers & Acquisitions

Mergers & Acquisitions

The McCarthy Weidler team can help you with all your business related legal needs. The economy is constantly moving, and there are ample opportunities for businesses to grow. Deals are always being made, and ownership of businesses is constantly changing hands. Mergers and acquisitions are an important growth strategy for a lot of companies. We can assist you with the consolidation, or purchase/sale of closely held business interests and assets.

What are Mergers & Acquisitions?

Mergers

A merger is a deal to unite two existing companies into one new company. There are many benefits to mergers. Companies can share resources, and will no longer be competing for the same market share. When it comes to mergers, all terms and conditions should be drawn up in detail. Our expert team can prepare and negotiate on your behalf. A properly structured merger can benefit both parties, and create a new entity that is bigger, stronger and more profitable than the individual companies that united. We can also develop sophisticated structuring for your deal, to cut down on tax expenses. In some cases, we can set up tax-free structuring for your transaction, while ensuring compliance with all regulatory requirements.

Acquisitions

An acquisition is a corporate action where a company buys a controlling percentage in another company. These types of deals can be quite costly, so it is best to have professional legal advice to ensure you are reaching the best deal possible for you.

McCarthy Weidler can prepare your acquisition agreements as well as negotiate the acquisition for you. We will perform all due diligence to make sure you’re investing in a company that will benefit you. Proper due diligence is very important. When you acquire a company, you also acquire any liabilities they may have. You will want to ensure there are no problems that will hinder your business growth.

We can also guide you through the bank financing process. You may not have or want to use your ready cash to purchase your acquisition. So you will need financing for part or all of the acquisition cost. The bank will require a lot of documentation to determine whether or not you are a good investment risk for them. We will prepare all documentation for you. Once your financing is approved, we will ensure favorable terms and conditions are included in your financing documents.

We are here to work on your behalf and make sure your interests are protected. If you are interested in a tender offer, we can prepare the tender offer for you, as well as help you manage all bids. Once your acquisition is made, we will determine if tax free structuring can be utilized. This way you can avoid a costly tax bill while allowing your business to grow.

Reorganizations

There are numerous reasons a company may decide to reorganize. They may realize that two divisions would work better as separate corporate entities. A business may decide that instead of each division having its own accounting department, the accounting function should be consolidated into one (thus reducing redundancy). Sometimes a company has just completed a merger or acquisition, and will need to reorganize their corporate structure to include the new assets that are being added into the corporation. In some cases, a business may be facing insolvency, and will need to reorganize in order to keep the company viable, and attempt to increase profits.

Whatever the reason for your reorganization, you will need legal counsel throughout the process. The IRS identifies several types of reorganizations. Each type will come with its own tax implications. If possible, we will structure your reorganization so that it is tax free.

If you are looking to do a corporate consolidation, our team can prepare any documentation you may need, as well as review your consolidation set up to ensure you are receiving maximum tax savings. If you are looking to divest certain parts of your company, our team can walk you through the spin-off process. We can review and negotiate so that the shares of your company that you choose to sell are sold for top dollar. You may be thinking of spinning-off some of your company’s assets if you are looking to streamline operations, or if you are looking to raise capital for other purchases.

You may find yourself in the situation of having to split up your company. This is where your company splits into two separate entities. McCarthy Weidler can walk you through the process, as well as help you with any documentation you may need. You may also need to decide how ownership shares will be split and weighed. Our experts can guide you, as well as prepare any paperwork you need.

Mergers and acquisitions are an important part of business. Most business owners agree that business growth is an important goal, and mergers and acquisitions can be a great tool to achieve business growth. There are many regulations and laws in place that will govern what you can do, and what your responsibilities are. The team at McCarthy Weidler is well versed in merger and acquisition law, as well as tax law. When you work with us, you are getting an interdisciplinary approach. This can be a great benefit for you, as when we are working on your merger, we will also advise you of the tax implications of what you trying to undertake. This way you can properly plan for your businesses future needs and obligations.

McCarthy Weidler is uniquely positioned to offer advice on the full range of topics related to mergers and acquisitions. Our attorneys have comprehensive experience which permits them to review all aspects of a transaction that would typically handled by separate departments in other law firms. These considerations include tax structure, real estate advice, employee benefit aspects, and employment-related advice.