Mergers and acquisitions (M&A) are subject to a wide range of regulations and legislation. Many of them are to do with ensuring that staff and shareholders rights, during either process, are not damaged and the wider issues of fair competition in the market are maintained.
rhw offer the full support package for taking you and you business partners all the way through the merger and acquisition process with the least possible stress. We also co-operate with an expert on the areas of the process that fall outside of the direct legal advice to ensure that all possible considerations are covered.
Defining Mergers and Acquisitions
Mergers and acquisitions are an important part of the wider commercial and financial legal sector. An acquisition is where one company takes over another company, with both companies retaining their legal existence after the transaction.
A merger is where two companies combine to form one new company.
There are two main types of acquisitions; Share purchases and asset purchases.
The buyer acquires the shares of the target company from the shareholders. On acquisition of the shares, the buyer also acquires the target company’s assets, liabilities, rights and obligations.
The buyer buys assets from the target company. This provides the buyer with the ability to pick which assets it wants to acquire and leave those parts of the target company it has no interest in.
There are many legal issues to consider at each stage of a transaction. You should ensure that you obtain legal advice from rhw’s commercial law team on each of these matters as a wrong decision can have an adverse impact on your business in the short and long term.
The due diligence process is a comprehensive assessment of each and every part of the the target business, including its financial performance, assets, contracts, obligations and liabilities.
Imagine you are considering buying a used car. You want to examine it to make sure that everything from the bodywork through to the engine is as advertised. With a business the stakes are considerably higher and experience counts from your legal advisers as they know what to look out for. rhw have this experience and can ensure that the due diligence process is completed properly.
This is arguably the most important stage of the whole transaction for the buyer.
Warranties & Indemnities
A buyer will want to negotiate warranties and indemnities from the seller. A warranty is a contractual assurance made by the seller about a particular aspect of the target business. An indemnity is a promise from the seller to the buyer to reimburse the buyer should an identified liability arise.
The Mergers and Acquisition Support Package
rhw’s Commercial Team will assist you in this area as well as provide advice on any legal issue in connection with a merger or acquisition. Our team have in depth experience and are well known for their commercial awareness.
rhw’s team also work with Dr Thora Thorsdottir of thorsdottir + associates ,who is an expert on mergers and acquisitions as well as a range of other business related sectors.
Working with thorsdottir + associates brings another dimension to the legal advice we already provide in this sector and adds to the front line extensive business and legal experience rhw’s Nick Richardson possesses.
Please contact rhw for any legal advice and support you may need on mergers and acquisitions as well as any other legal advice on the full range of corporate and commercial services. Call 01483 302000 or complete our contact form.
For details on other areas in which we can provide assistance please check out our business & commercial law pages.