Articles Tagged with m&A

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AdobeStock_559781410-300x200While many entrepreneurs choose to start their own businesses, others prefer to acquire an existing business. Acquiring an existing business can also be a good path for established businesses to expand. Regardless of which scenario you are looking at, the Los Angeles mergers and acquisitions lawyers at SLG can represent you through each stage of the process.

Business acquisition is a fairly complex legal process. It is not something you should enter into lightly or attempt without experienced legal counsel.

Here is just a brief overview of the acquisition process and some key considerations for you as a potential buyer:

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AdobeStock_602180598-300x207While people often associate the individual terms in the phrase “mergers and acquisitions” (M&A) as essentially meaning the same thing, they are actually quite different. An acquisition describes one company taking over another company to establish itself as a new owner, while a merger refers to two companies of similar sizes joining forces to move forward as a single new entity.

M&As are extremely common in today’s business environment, but they are also incredibly complex, and many hopeful deals instead end up in litigation. You can avoid many of the struggles associated with M&As when you work with an experienced M&A attorney in LA.

Why M&A Transactions End Up in Litigation

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AdobeStock_196855233-300x200When any party is in the process of merging or acquiring another company, due diligence is absolutely necessary, and many recent mergers and acquisitions (M&As) cases have demonstrated the importance of conducting thorough due diligence reviews or evaluations. When you are in the process of buying another company, you will want to be sure you seek the help of a Texas business lawyer.

Due diligence activities in any M&A transaction can be very expansive, and the costs of conducting due diligence reviews or evaluations are often justified because performing this work typically means companies can avoid the significant costs associated with not performing due diligence. There are five major issues all due diligence reviews should be sure to focus on.

Target Company Overview

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AdobeStock_399603265-scaled-e1661534259751-300x195Here is a checklist for buyer’s counsel to use when conducting a legal due diligence review of intellectual property (IP) and information technology (IT) matters as part of a merger or acquisition (an M&A transaction). The checklist covers common areas of due diligence concerning intellectual property (IP) and information technology (IT) matters in relation to a merger or acquisition (an M&A transaction).

When you are preparing for any kind of M&A transaction, you will want to be sure that you retain legal counsel for assistance with many of these concerns. A Silicon Valley business law attorney with Structure Law Group, LLP can be by your side the entire time and ensure that you achieve the most favorable end result.

Common Pitfalls or Deal Breakers

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There are very few aspects of business that were not affected by the COVID-19 pandemic. Supply chain issues, staffing shortages, and remote work caused immediate problems, which have experienced some relief as the public health crisis is coming under control. As a result, there are significant changes that business owners must make to accommodate our new world. Mergers and acquisitions must still be performed carefully even within the parameters of a global public health crisis. This article explores how the pandemic has affected due diligence, deal terms, and contingencies for corporate M&A in the era of COVID.

Due Diligence Issues

Due diligence requires thorough attention to often voluminous and complex details. During the pandemic, it became clear how much work could be done remotely. That said, there are still certain things that must be reviewed in person. Profit and loss statements are not reliable if they are not supported by evidence obtained through in person review of various business operations, and new technology and other tangible products must be thoroughly examined in person to assess their market viability. It is critical for business owners not to cut corners on due diligence, even with the pandemic’s limitations. Our corporate lawyers know how to develop creative solutions for meeting due diligence obligations given these limitations.

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Fotolia_172702870_Subscription_Monthly_M-1-300x187COVID-19 has changed business completely, across the world, and throughout every industry. As the country slowly reopens, business is resuming again. Mergers and acquisitions will slowly begin again as business owners feel more comfortable moving forward. It is important, however, to understand the additional risks a business can face while completing a merger or acquisition during the coronavirus pandemic.

The Increased Focus on Due Diligence

Business owners always have a legal obligation to perform adequate due diligence investigations prior to completing a merger or acquisition. With the added risks of coronavirus, these investigations must be even more thorough and extensive. Purchasers must investigate and supply chain issues and potential production delays. The target company might have contractual liabilities for unfulfilled performance obligations or liability for coronavirus cases that occurred on its premises. All of these additional issues must be investigated along with the normal investigations conducted during due diligence. Business owners who fail to complete adequate due diligence investigations can be liable to shareholders for the losses a company sustains as a result.

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Mergers in the tech world are quite common. In a merger, one or more companies combine to form a new company (i.e., legal entity). Mergers can be complex and have many moving parts. The transaction can often include legal documents, valuation, key deliverables, operational logistics, regulatory matters, and financing and payments. A Silicon Valley M&A attorney can assist with your merger M&A transaction and handle multiple facets of the transaction.

Structuring the M&A Transaction

A merger and/or acquisition is a term that can be used to represent several types of transactions. Some M&A transactions might include:

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Selling a business is a major decision that often has the potential to leave entrepreneurs with significant financial freedom. In fact, in many cases, entrepreneurs start a business with the intention of selling it once they reach a certain valuation point. One only has to look at the recent sales of Instagram to Facebook ($1 billion) or Beats Audio to Apple ($3 billion) to see why selling a business can be an attractive proposition to many entrepreneurs. Of course, these billion-dollar examples represent a fraction of the kinds of mergers & acquisitions that regularly occur in the business marketplace. That being said, a deal worth a fraction of these sums could still put a hefty sum of life-changing money into an entrepreneur’s pocket.Fotolia_74847478_Subscription_Yearly_M-300x180

As a result, it is important for people who are considering selling their business to do so with the guidance of legal counsel that understands the legal issues that often arise in selling an existing venture. Below are four tips for entrepreneurs who are thinking of putting their business on the market.

  • Determine your goals – Of course, everyone who puts a business on the market is ultimately looking to make money. Some people, however, have a set amount that they feel that they need to obtain in order to make a sale worth it. For others, it is extremely important to stay involved with their “baby” after a sale has been made.
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