Mergers and acquisitions are becoming increasingly commonplace as a result of strategic transition planning. Each of these scenarios has a series of regulatory compliance considerations the business must face, whether on the breakaway path or on the merger and acquisition side.… Read More
Corporate transactions categorized as Mergers & Acquisitions (“M&A”) generally include asset purchase agreements, mergers, reverse mergers, stock purchase agreements, share exchange agreements, consolidations, tender offers, and other transactions involving the combination of two or more companies. A transaction can fail to meet expectations when too much time is spent determining how much to pay for an acquisition and not enough thought given to how the deal will be financed. In this section, we’ll review various ways capital can be used to fund an acquisition and some of the most common business ownership structures.… Read More
You’ve reached the stage of the merger and acquisition process where you’ve completed the due diligence process and are ready to put pen to paper.
This is when every paragraph, sentence, and word should be reviewed by experienced professionals to successfully draft contracts for the sale of companies. In most cases, the purchaser and their legal advisors are already at work preparing the first version of the purchase agreement.… Read More
The California Court of Appeal recently struck a post-employment non-competition provision in an employment agreement which was part of a broader acquisition deal. The opinion, Fillpoint, LLC v. Mass (August 24, 2012), demonstrates California’s strong public policy in favor of…