What is meant by M&A?
The term Merger & Acquisition (M&A) stands for mergers, purchases and takeovers of companies. These are complex transactions in which, among other things:
- a company is sold or taken over in whole or in part
- two companies merge, or
- one company acquires a strategic interest in another.
Typical sequence of an M&A transaction
An M&A process consists of several phases:
1. Preparation
o Company valuation
o Definition of the transaction structure
o Preparation of all relevant documents
2. Due diligence
o Thorough examination of the company by the buyer (including tax, IP, legal, etc.)
o Identification of risks and liability issues
3. Negotiation & conclusion of contract
o Drafting and negotiation of the provisions in the purchase agreement (e.g. comprehensive guarantee and liability clauses)
4. Completion & integration
o Payment of the purchase price, transfer of shares or assets
o Implementation of all corporate law steps
o Integration into existing corporate structure
o External communication
What you should look out for:
A successful company sale or purchase depends on more than just the price. The following aspects deserve special attention:
o Tax consequences
o Liability risks and guarantees
o Duties under antitrust law)
o Consequences under labor law
Conclusion: Good preparation pays off
Whether you want to sell or acquire a company, an M&A transaction is not a standard matter. It requires legal expertise, negotiating skills and a deep understanding of the economic context.
Our law firm supports you in all phases of the M&A process – from the initial analysis to the closing. Contact us to arrange an appointment.