We believe in strategic expansion.
Mergers and acquisitions (M&A) essentially involve any transaction that combines businesses or assets. These combinations are accomplished by various means, including mergers, acquisitions and asset purchases. Company acquisitions, mergers and asset purchases involve, among other issues, many complex legal issues. For this reason, it is critical to work with a mergers and acquisitions attorney in these transactions.
While it is essential to work with an experienced M&A lawyer to skillfully draft and negotiate the transaction documents, a substantial component of M&A transactions will also be buyer due diligence. Not surprisingly, a buying company will want to know exactly what it is buying, particularly any risks or obligations that it is assuming. Ideally, selling companies will have worked with mergers and acquisitions firms to provide customary due diligence information and documents early in the process. If information is provided on a rolling basis, not only can it slow down the timeline of the deal but a potential buyer may also question if the selling company has truly disclosed all material information. In addition to skillfully negotiating transaction documents, an experienced mergers & acquisitions attorney can work with companies to either prepare or determine customary information to be provided to a potential buyer in an M&A transaction, ideally long before the transaction is even contemplated.
As a corporate M&A lawyer at mergers and acquisitions firms, Shakera’s M&A experience includes representing:
- The Walt Disney Company in connection with its $10.6 billion sale of 21 Regional Sports Networks and Fox College Sports to Sinclair Broadcast Group, Inc.;
- Pitney Bowes Inc. in connection with the $700 million sale of its Software Solutions business to Syncsort;
- Dataxu, Inc. in connection with its $150 million sale to Roku, Inc.; and
- WeWork Companies Inc. in connection with its purchase of Prolific Interactive LLC.
Frequently Asked Questions
What is the typical timeline for an M&A deal?
In general, M&A deals last about 4-6 months if the process progresses smoothly and can last much longer (a year or more) if complications arise. From a legal perspective, companies can be proactive in helping M&A deals progress smoothly by working with mergers and acquisitions law firms to ensure key documents are in order, ideally in anticipation of an M&A deal and before a deal is actually underway. An experienced mergers and acquisitions attorney can provide mergers and acquisitions consulting to help a selling company compile information and documents that a potential buyer will expect to see in an M&A transaction.
How is a private company valued in an M&A transaction?
As a private company’s shares are not publicly traded, valuation is determined using many criteria. A few such criteria include the company’s most recent 409A valuation (an independent appraisal of the fair market value of the company’s stock), the valuation used in the company’s last financing, the company’s projected financial growth and whether the company is a good initial public offering (IPO) candidate.
