Mergers & Acquisitions

With experience on both the buy and sell sides of a deal, we help clients efficiently structure carveout transactions to allow for an orderly transition of assets. Whether clients are private equity firms or large multinational strategic businesses, we identify and address potentially troublesome issues and help maximize value from a carveout transaction.

Our team in the United States, Europe, Asia, and the Middle East advises on various global inbound and outbound transactions, including public and private equity and asset acquisitions and sales, tender offers, leveraged buyouts, and going-private transactions around the world. We excel at navigating the interplay of tax regimes, trade compliance, sanctions, foreign direct investment rules, and international antitrust laws to achieve fast and efficient closings.

We structure and negotiate all types of equity investments and joint ventures, representing both investors and targets. Our experience includes crafting governance structures that work and avoid friction among investors and their partners. Our advice for clients is expansive and covers initial formation of the investment or partnership, resolving conflict when the unexpected happens and exiting an investment or partnership when necessary in a way that protects value and preserves order.

Our M&A lawyers regularly advise clients in the sale or acquisition of public companies, as well as spinoffs, tender offers, and public-to-private transactions. We follow trends and developments in the fast-changing areas of Delaware and other corporate law. With Delaware practitioners we are equipped to advise on shareholder and fiduciary issues, but we also gladly partner with the well-known Delaware corporate firms when warranted by the scope or complexity of a transaction. Our capital markets practitioners also seamlessly guide clients through all phases of review and authorization by the US Securities & Exchange Commission, stock markets, and other securities regulators.

Our private equity team offers full-spectrum coverage on an array of M&A transactions, providing market-informed transactional and finance counsel that responds to the investment objectives of the private equity sponsor and the business realities of the portfolio company and its industry. Our representations range from multibillion-dollar acquisitions and related financings to small and middle-market deals. Clients engage us to work primarily on funds focused across a wide range of industries, as well as on target characteristics such as distressed investing and turnaround opportunities. Drawing on our lawyers’ experience in investment management, securities, and tax, we structure private equity acquisitions, divestitures, and financings; going-private transactions; recapitalizations; spinoff transactions; and co-investments.

Learn more about our private equity services.

In an M&A transaction, the hardest work often begins when the deal closes. Our multidisciplinary team regularly partners with clients to support their vital integration efforts and help to ensure a successful transaction. Our breadth of corporate, commercial, employment, real estate, regulatory, international trade, and tax experience provides significant value for clients in planning, implementing, and managing key post-acquisition integration business and legal issues.

With the support of our dedicated finance and bankruptcy practices, we help clients capitalize on distressed or turnaround opportunities. Our practitioners help restructure and recapitalize venture- and private equity–backed portfolio companies, and we design debt-acquisition strategies to increase a client’s ownership position.

Our interdisciplinary team includes a deep bench of lawyers with specialized knowledge advising on and structuring purchases and sales by employee stock ownership plans (ESOPs). We counsel clients on corporate, US federal and international taxation, financing, securities regulation, litigation, insurance coverage, employment law, and employee benefit matters. We are well versed in a variety of transactions (traditional, private equity, and family-office structures) in which an ESOP is part of the capital structure.

We have advised clients on SPAC transactions since the SPAC market developed, handling high-profile, complex transactions across a wide range of industries as the popularity of SPACs has grown. Our SPAC team optimizes deal outcomes by leveraging the skills of colleagues across its global platform who have deep knowledge of the SPAC arena as it relates to securities, M&A, tax, fund structuring, and other matters, including initial public offerings (representing both SPACs and underwriters) and business combinations (representing SPACs, sponsors, and target businesses).

Learn more about our SPAC services.