M&A

M&A

M&A

We assist our clients in choosing their best-match of a deal mechanism from locked-box, price adjustment or completion accounts, negotiate and implement it. We advise on the local validity and enforcement aspects of waterfall financing in cross-border transactions and take care of robust and timely collateralisation to meet Effective Date plans of the parties.

We tap into our international deals experience to provide comprehensive or red flag due diligence checklists depending on the level of trust and the buyer’s prior knowledge of the target company’s operations. Our DD reports offer visual representation of main risks and mitigation measures for C-level decision makers and contain sufficient detail for in-house lawyers’ review and preparation activities.

Asset Deals

We are frequently engaged in the transfer of going concern, large commercial buildings, logistics parks, and loan/lease portfolio transactions with or without securitisation. We represent both strategic and financial investors along the way. We often work with M&A, tax consultants, and fund managers to structure the asset deals to best meet client’s ownership structure specifics and tax considerations. In heavily regulated industries like e.g. the financial services and energy sector we work together with our licensing experts to predict, avoid and remove and potential obstacles on the path to success.

Deals and Data Protection

After the hefty fines and the possibility for collective redress claims hit the effective mark in May 2018, no investor is likely to purchase a business involved in processing of European citizens’ data or based in the EU without a due diligence.

Depending on the sector, any identified risks with respect to GDPR compliance may take center stage and trigger a significant price adjustment or even constitute a deal-breaker. We know the right questions to ask in order to mitigate potential liability stemming from legacy data protection gaps. Processing of special categories of data, employees or third parties’ large scale monitoring, proper papering of compliance, digital assets, subcontractors and data transfers – no stone must be left unturned to address any potential threats for the investor’s balance sheet and reputation post-closing.

 

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