Mergers & Acquisitions
MERGERS & ACQUISITIONS
Mergers and Acquisitions (often referred to as M&As) are the steps taken to combine two separate, distinct businesses into one or when a business when one business acquires a distinct and separate other business. These types of transactions require meticulous attention to detail to ensure compliance with tax, intellectually property, regulatory specifications, labor and employment and business laws. Whether you are merging two separate companies, or your business is acquiring a new business, there are multiple considerations that must be applied. The implications to owners, management, employees, shareholders and even customers can be significant.
The common types of mergers include conglomerate, horizontal, vertical, product extension, and market extension and there is a considerable amount of due business and legal diligence required in completing merger or acquisition, including:
- Obtaining Current and Accurate Financials
- Accounts Payables
- Accounts Receivables
- Bank Accounts
- Equipment Leases
- List of Assets (real, intellectual, patent, trademark, copyright)
- Potential Future Business
- Prior Tax Returns
- Rental or Lease Agreement
- Obtaining corporate governance documentation
- Anti-Trust Review & Clearance
- Client Lists
- Employment Contracts
- List of Shareholders
- Obtaining Current and Accurate Operating Information:
- Open Contracts (rights and obligations)
- Organizational Charts
- Payroll and Benefit Information
- Personnel and Labor Relations
- Policy Manuals
- Potential Future Business
- Reorganization Documents
- Research and Development
- Special Requirements and Industry Considerations
- Vendor Lists
The goal for the Seller is to maximize the sale’s price while minimizing liability exposure. For the Buyer, the goal is to secure the purchase for the best price possible and eliminate surprise or unknown liability. There is nothing worse than to be surprised after consummation of a merger or acquisition of unknown litigation, or calling of a unknown loan due to failure to obtain authority for the merger or acquisition.
At M&P we strive to attempt make the M&A experience as simple and easy as possible. We will work with you to understand the difference between stock and asset acquisition and determine which is best for your business and to walk you through all aspects of M&A from beginning to end. We will assist you in obtaining the necessary financial paperwork.
- Shareholder Notifications
- Broker Agreements
- Confidentiality Agreements
- Employment Agreements
- Trade Secret Agreements
- Merger Agreements
- Acquisition Agreements
- Equity (any investment other than stock)
- Asset (including equipment, vehicles, real estate, inventory, or facilities)
- Transfer of Assets
- Negotiate and Draft Anti-Trust Provisions of Contract
Who We Are
Mozingo & Patel, A.P.C., prides itself in developing relationships of duration, serving as legal advocate, confidant, and advisor.
Mozingo & Patel distinguishes itself from other law firms by maintaining a personal, one-on-one relationship with each of its clients. The firm is committed to ensuring that each of its clients has a thorough and complete understanding of the methods employed to protect client assets while minimizing client costs. While focused on the end result, the firm utilizes its resources efficiently, maximizing results and minimizing expense.
We invite you to become a client and look forward to the opportunity of assisting you in the near future.
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