Mergers and acquisitions (or dispositions) can be a critical element of a company’s growth plan or exit strategy. Stahl Cowen Crowley attorneys represent businesses in a wide range of M&A; transactions, including the:
- Purchase and sale of business assets ranging from specific assets to company divisions to entire companies.
- Mergers of corporations and limited liability company entities.
- Reorganization and recapitalization of existing entities.
- Formation of joint ventures and other strategic alliances.
- Related debt and equity financing.
Our transactional lawyers have handled mergers and acquisitions of varying sizes, ranging from small, family-owned businesses to larger, multi-million dollar transactions involving public companies. We assist clients in all phases of mergers and acquisitions, including transaction structure, negotiation and document preparation and review. Our advice has included use of sophisticated tax and accounting concepts to maximize transactional value for our clients, including tax-free reorganizations and tax-deferred transactions. When dictated by the needs and resources of our client's business and the nature of the transaction, attorneys in our mergers, acquisitions and dispositions group work closely with the firm's employment, real estate, tax, and securities attorneys to coordinate the involvement of those attorneys in the transaction.
One of our most important roles in the M&A; process is to work with our clients and their accountants and other professionals to develop financing alternatives, ranging from debt to equity to "hybrid" or convertible securities. We have negotiated earnouts, delayed payouts, escrows, cash-stock elections, and many other variations, both taxable and tax-free. Further, our attorneys have worked on leveraged buyouts from virtually every perspective - representing management, stockholders, asset-based lenders and financial intermediaries.
We also assist our clients in obtaining governmental approvals related to specific transactions, including FCC approvals, liquor and gaming licenses, environmental clearances, and approvals from federal and state regulators of financial institutions, insurance companies and other regulated industries. With respect to antitrust compliance, we also guide our clients through Hart-Scott-Rodino pre-merger filings.
