Whether two companies are merging or one company is acquiring another, the importance of using an attorney like Wilson Neely, with a specialty in mergers and acquisitions, cannot be exaggerated. There are many reasons for this, and the following is a quick outline of the a few of the important ones.
misunderstandings between parties in a merger
This can be a big problem with a merger. It is important that both sides have representation so that both companies understand exactly what is being agreed to. You can explain to an attorney what you want from the merger, and in turn, the attorney can explain what is possible within a legal framework. After listening to what you would like in a merger, an attorney can draw up the paperwork. An attorney from the second company can read the agreement, and through their attorney, propose changes based upon their concerns. Having a mergers attorney is like having an interpreter for the language of law.
Creates an advantage in an acquisition
If your company is seeking to acquire another company, having an M&A attorney can help draft the initial proposal. The company that is the target of the acquisition, if small enough, may not have any legal representation, or perhaps an attorney that does not have a specialty in this area. A well drafted offer may be accepted quickly or with little revision.
Assistance with paying for the merger or acquisition
Financing can take many forms, and an attorney who specializes in this type of business transaction will have a lot of experience creating a financial transaction that both parties can agree to. This may include an exchange in shares of stock, monthly payments or a lump cash payment. The financing of the merger or acquisition can be integrated into a single comprehensive agreement with a good corporate attorney.
The final paperwork
There will, of course, be a final agreement. This is the paperwork that will be binding on both parties. You will need to go over this agreement with an attorney, so you will know exactly what you are agreeing to. Depending upon the nature of the merger or acquisition, there may be paperwork that needs to be filed with the court. If this is the case, an attorney can take care of this too.
There is one or more government agencies involved
There are myriad government agencies in existence, and one or more of them may be involved in the business you operate, or it may be the other company that is under the eye of a regulatory agency. Often, when two companies want to merge, it is possible to have an anti-trust issue. This can be true with small companies as well as large ones. A mergers and acquisition attorney can smooth the process of the purchase or merger. An attorney with this type of specialty knows the do’s and don’ts of combining two companies or buying a smaller one, and can avoid any red flags that catch the eye of the government regulators.
The best time to consult with a mergers and acquisitions attorney is when it is still in the idea stage. By consulting with an attorney, you can get a feel for how feasible the idea is as well as possible pitfalls in such a deal. If you want to proceed, your attorney can assist you further. There are many good corporate attorneys that have experience with mergers and acquisitions.