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Mergers & Acquisitions: Frequently Asked Questions

Lipresti Law has an experienced team of M&A attorneys in the greater Boston and Worcester, MA area. Mergers and acquisitions oftentimes require counsel due to their intricate nature, including paperwork, legality, small disclaimer details, and M&A transactions typically have many hands in the pot, complicating the transaction even further. Learn about M&A law and why you should consider an attorney for your M&A transaction in the Boston area!

What are mergers and acquisitions (M&A)?

Mergers and acquisitions (M&A) refer to the processes by which companies combine or acquire other companies. A merger occurs when two or more companies merge to form a new entity, pooling their assets, liabilities, and operations. An acquisition happens when one company purchases another, resulting in the acquired company becoming a part of the acquiring company.

Why would I need an attorney for professional legal advice when going through a merger or acquisition?

Engaging an attorney with expertise in mergers and acquisitions is crucial due to the complex legal and financial nature of these transactions. Here's why you may need an attorney:

  • Legal Expertise: M&A transactions involve intricate legal processes and documentation, including contracts, agreements, due diligence, regulatory compliance, and more. An attorney will have the necessary knowledge and experience to navigate these complexities and ensure legal compliance throughout the transaction.
  • Structuring and Negotiation: Attorneys can help structure the deal to align with your goals and negotiate on your behalf. They understand the financial and legal implications of various deal structures, protecting your interests and maximizing the value of the transaction.
  • Due Diligence: Conducting due diligence is a critical step in any M&A transaction to assess the risks, liabilities, and potential benefits. Attorneys can guide you in reviewing contracts, financial statements, intellectual property, employment agreements, and other relevant documents to uncover any potential legal issues or liabilities.
  • Regulatory Compliance: M&A transactions are subject to various regulatory requirements and antitrust laws. Attorneys ensure compliance with these regulations, securing necessary approvals, and handling filings to minimize any legal risks.
  • Risk Assessment and Mitigation: Attorneys can identify potential legal risks and liabilities associated with the target company, such as pending litigation, environmental issues, or contractual disputes. They will advise you on risk mitigation strategies, helping you make informed decisions.
  • Post-Merger Integration: After completing the transaction, an attorney can assist in the post-merger integration process. This includes handling employment matters, contract assignments, intellectual property transfers, and other legal aspects to ensure a smooth transition and integration of the acquired company.

Can I rely on my company's internal legal team for mergers and acquisitions?

While having an internal legal team is valuable, M&A transactions often require specialized expertise and dedicated resources. Internal legal teams may already be occupied with day-to-day operations or lack experience in handling complex M&A deals. Engaging an attorney specializing in M&A transactions provides an objective and focused perspective, leveraging their experience in guiding successful deals.

How do I select the right attorney for mergers and acquisitions?

When selecting an attorney for M&A transactions, consider the following factors:

  • Experience: Look for attorneys with significant experience in mergers and acquisitions.
  • Expertise: Ensure the attorney has expertise in corporate law, contract negotiations, due diligence, regulatory compliance, and other relevant areas related to M&A transactions.
  • Resources: Assess the attorney's capacity and resources to handle the transaction efficiently. This includes their team, network, and access to specialized professionals like tax advisors or valuation experts.
  • Communication and Compatibility: Effective communication and a good working relationship are crucial. Choose an attorney who can clearly explain legal concepts and strategies and with whom you feel comfortable collaborating.