Monday December 11, 2017
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Mergers & acquisitions


International Private Law
Mergers and acquisitions

 

Mergers and acquisitions and corporate restructuring are a big part of the corporate finance world.

Whatever reasons drive a particular deal, Mergers and Acquisitions are considered successful when multiple synergies are realized and when the business combination increases the net income of the merged business beyond what each entity could have achieved on its own.

By acquiring a company, the acquirer gains speed to market, speed to positioning, speed to competitive mass, and speed to viability.

The strategic, financial, tax and even cultural impact of the deal may be very different, depending on how the transaction is structured.

Chafter Raouadi Law Firm advises its clients throughout the whole M&A process, during talks (mandates, confidentiality agreements, letters of offer or of interest, organization and management of the data room), as well as with drawing-up and negotiating all legal documentation required to complete the transaction (merger agreement, transfer or acquisition agreement, assets and liabilities guarantee agreement, financing agreement).

We assist our clients in individual projects or in the definition and implementation of their external growth or restructuring strategies. The steps that guarantee the efficient and optimized execution of a project include the definition of the audit procedure, validation of the negotiation procedure and the creation of reference documentation for the acquisition.

Chafter Raouadi Law Firm handles any legal issues that may arise through a merger or acquisition transaction (tax structure of investment, information and consultation of staff representatives)

Our objective is to provide useful advice to our clients, the seller, the buyer and the advising bank in order to implement the best possible tax and legal structures.

Our practice includes:

  • Legal audit and performance of due diligence pre-and post-acquisition

  • Organization and management of data room

  • Legal, tax and labor aspect of structuring mergers and acquisitions and reorganizations.

  • Negociation and drafting of mandates, confidentiality agreements, agency agreements, letters of offer or of interest.

  • Negociation and drafting of merger agreement, transfer or acquisition agreement, assets and liabilities guarantee agreement, seller’s indemnifications, financing agreement)

  • Financing and bank arrangements

  • Disputes arising from non-completion of acquisition deals: breach of negotiations, breach of financing or investment agreements.

  • Contractual disputes: completion of the sale, execution of a shareholders’ agreement, execution of liability guarantees.

 

 
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