Mergers and acquisitions reward careful structuring and punish loose drafting, and the difference often shows up years after closing. We represent buyers and sellers in acquisitions, divestitures, and strategic deals, lining up the structure, diligence, and documentation so the transaction delivers what you wanted and the risks land where they belong.
Deal Structuring And Tax
How you structure a deal drives its tax treatment, liability exposure, and regulatory path. We work through asset purchases, stock acquisitions, and statutory mergers to find the form that fits your goals, weighing successor liability, tax efficiency, third-party consents, and timing so the structure supports the business case rather than fighting it once the deal closes.
Due Diligence Review
Diligence is where the real condition of a target comes to light, and where price and protections get set. We run focused diligence that surfaces the issues that actually move a deal, including contracts, litigation, employment, and, with our technical background, the IP, software ownership, and security posture that generic checklists tend to miss, then translate findings into deal terms.
Agreement Drafting And Negotiation
The purchase agreement is where the deal becomes enforceable, so the words have to do the work. We draft and negotiate acquisition agreements covering purchase price and adjustments, representations and warranties, indemnification, escrows, and closing conditions, and we hold firm on the provisions that determine who bears the loss if a problem surfaces after the ink dries.
Regulatory Approvals And Clearance
A signed deal still has to clear the regulators before it is real. We manage the approvals your transaction needs, including Hart-Scott-Rodino antitrust filings, CFIUS review for deals with foreign-investment sensitivities, and industry-specific clearances, sequencing the filings and conditions so regulatory timing does not blow up your closing schedule or your financing.