Attorneys in Taft’s Mergers and Acquisitions practice represent clients in the purchase and sale of businesses. Our attorneys draw upon their diverse and extensive legal expertise, transactional experience and creativity to work with clients to understand their business objectives. They lead multi-disciplinary teams capable of adding significant value to and successfully concluding even the most complex and difficult transactions. In addition, our M&A attorneys also act as counsel to special committees of independent directors in merger and acquisition transactions involving related entities.
Attorneys in the Mergers and Acquisitions practice represent buyers and sellers in transactions ranging from small to large in size, and from private to public. Our attorneys offer assistance in all phases of transactions, including:
- Identifying acquisition and divestiture targets, developing proposals and pricing strategies.
- Choosing and retaining financial advisers, if appropriate.
- Preparing private placement memoranda and structuring and conducting auctions.
- Organizing physical and virtual due diligence rooms.
- Negotiating letters of intent.
- Conducting due diligence.
- Structuring transactions to achieve tax, accounting and other business objectives.
- Drafting and negotiating definitive documentation.
- Advising clients with respect to post-closing developments, including disputes and indemnification claims.
Since Taft is a full-service firm, our M&A attorneys can call upon the expertise of our other groups to address issues relating to tax, labor and employment, environmental, intellectual property, securities, antitrust and real property, among others.
Attorneys in the practice have represented clients in virtually all types of transactions, including:
- Asset and stock purchases and sales.
- Auctions.
- Distressed mergers and acquisitions.
- ESOP transactions.
- Divestitures.
- Formation and dissolution of joint ventures.
- Issuer and third party exchange offers.
- “Going private” transactions.
- Leveraged buyouts.
- Management buyouts.
- Mergers.
- Private equity.
- Proxy contests.
- Recapitalizations and other corporate restructurings.
- Spin-offs.
- Takeover preparedness and advice.
- Taxable and tax-free reorganizations.
- Tender offers.
In addition, our experience in structuring, negotiating and consummating all types of public and private financing transactions, both debt and equity, is closely related to our merger and acquisition activities.