The M&A Lawyer

SEPTEMBER 8, 2015

The primary transaction agreement in every M&A deal contains representations and warranties, colloquially referred to as “reps and warranties” or simply “reps,” from each party to the other. Why do representations and warranties get so much attention? Reps serve four primary functions. Disclosure. Walk rights.

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Midaxo

APRIL 25, 2023

Introduction This article showcases how ChatGPT can serve as an effective M&A consultant by demonstrating how it can be used to help develop a best practices-based M&A playbook. An M&A playbook is a comprehensive framework that guides an organization’s M&A activities from start to finish.

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Midaxo

SEPTEMBER 28, 2023

M&A transactions can be incredibly rewarding, but they also come with significant risks. M&A due diligence is the process that allows you to dig deep into a target company’s details and evaluate whether the acquisition aligns with your strategic goals. This goes beyond just the surface-level aspects of the target company.

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Sun Acquisitions

OCTOBER 15, 2024

In the high-stakes arena of mergers and acquisitions (M&A), success hinges not only on the strategic vision and financial acumen of dealmakers but also on the strength of the negotiating team. A firm negotiating team is pivotal in navigating deal-making complexities and maximizing outcomes for all parties involved.

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Midaxo

DECEMBER 20, 2023

In the ever-evolving landscape of mergers and acquisitions (M&A), the key to success lies not just in strategic decision making but in the execution of those strategies. As the McKinsey article The ten rules of growth describes, programmatic M&A drives 3.8x faster growth than strategies based solely on organic growth.

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Sun Acquisitions

APRIL 3, 2024

Mergers and acquisitions (M&A) can be some of the most complex and high-stakes transactions in the business world. Whether you’re looking to expand your company’s reach or considering the sale of your business, effective negotiation is a crucial skill. A well-prepared negotiator is a confident negotiator.

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Sun Acquisitions

MAY 3, 2022

Throughout his career, Ken has become proficient in contract negotiations of complex business environments, working in a variety of industries throughout the United States. Sun Acquisitions has successfully managed and handled engagement across all industries and is recognized as a leading M&A advisory firm in the Midwest.

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Sun Acquisitions

APRIL 28, 2022

He has the unique perspective of being both the seller and the buyer, which provides valuable insight into the complexities and process of negotiations required to successfully complete business transactions. I could not be more excited to join Domenic Rinaldi and his team of M&A professionals at Sun Acquisitions.

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Sun Acquisitions

MAY 8, 2024

Understanding and managing one’s own and those of others plays a pivotal role in negotiating business deals, particularly in the intricate dance of buying or selling a business. In this article, we explore how emotional intelligence can be the secret weapon in navigating the complexities of M&A negotiations.

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Sun Acquisitions

JANUARY 24, 2022

Knowing what to look out for during due diligence and surrounding yourself with a team of trusted M&A advisors can help offset the inherent dangers with mergers and acquisitions. Pitfall #1 Failing to choose the right M&A advisors. Without further ado, let’s go into the first due diligence pitfall.

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Sun Acquisitions

AUGUST 16, 2024

Mergers and acquisitions (M&A) transactions are complex undertakings involving many legal considerations and potential hurdles. From negotiating deal terms to conducting due diligence and securing regulatory approvals, the legal aspects of M&A play a crucial role in the success or failure of the transaction.

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Software Equity Group

MAY 9, 2024

Due diligence is the pivotal checkpoint in an M&A process, during which you share vital information about your business with potential buyers/investors. When done right, due diligence is a win-win for both parties in an M&A deal. Battling Deal Fatigue A common reason M&A deals fail is because of deal fatigue.

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Sun Acquisitions

SEPTEMBER 14, 2023

In the ever-evolving business world, mergers and acquisitions (M&A) have become common strategies for growth and expansion. For owners of privately held businesses, successfully navigating the M&A landscape can lead to substantial returns on investment.

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Sun Acquisitions

OCTOBER 21, 2024

In the dynamic world of mergers and acquisitions (M&A), financing plays a pivotal role in bringing deals to fruition. For mid-sized businesses eyeing growth opportunities through M&A, understanding the available financing options is essential for success.

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Sun Acquisitions

OCTOBER 9, 2024

In the dynamic landscape of mergers and acquisitions (M&A), the intricacies of family business succession planning often need to be addressed. However, understanding and effectively managing this process is crucial for ensuring a smooth transition and long-term success, especially in M&A activities.

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Sun Acquisitions

MARCH 1, 2024

In such cases, seller financing emerges as a viable option, enabling buyers to negotiate terms directly with the seller. The most critical aspects of these negotiations are interest rates and repayment periods, which must strike a balance that suits both parties involved. A fair compromise often lies somewhere in between.

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Sun Acquisitions

MAY 24, 2024

Mergers and acquisitions (M&A) are intricate transactions that demand careful attention to various legal considerations. While the basics of due diligence and contract negotiations are vital, there are less commonly discussed legal aspects that can significantly impact the success and sustainability of M&A deals.

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Sun Acquisitions

AUGUST 19, 2024

Economic volatility adds an extra layer of complexity to the ever-evolving landscape of mergers and acquisitions (M&A). Uncertain economic times, marked by market fluctuations and unpredictable consumer behavior shifts, pose significant challenges for financing M&A deals.

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Sun Acquisitions

NOVEMBER 17, 2023

Mergers and acquisitions (M&A) have long been a cornerstone of corporate growth and strategy. Valuation is the process of determining the worth of a business, and it plays a pivotal role in M&A transactions. Why Market Value Matters in M&A Valuation is the cornerstone of any M&A transaction.

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Sun Acquisitions

JULY 10, 2023

To achieve this, there are several key negotiation points you will need to consider in the process. This post will explore key negotiation points that will help you navigate the sales process and achieve the best outcome. Valuation One of the key negotiation points you should consider when selling your business is the valuation.

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RKJ Partners

AUGUST 6, 2017

In our latest blog installment, we address common questions of business owners relating to the sell side M&A process. This insures that you will not need to start the process over again should negotiations terminate for any reason with a lead acquirer. Should sellers negotiate with more than one buyer simultaneously?

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RKJ Partners

AUGUST 6, 2017

In our latest blog installment, we outline the eight basic steps involved in the buy side M&A process and related insights to assist in a successful execution. The following are fundamental steps for a potential buyer and his deal team in the buy-side M&A process: 1. Launch Negotiations.

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The M&A Lawyer

AUGUST 28, 2015

By taking these actions, Murdock and Carter deprived the Committee of the ability to negotiate on a fully informed basis and potentially say no to the Merger. The post Dole CEO and GC Fraud Liability for Otherwise Proper Going-Private Deal appeared first on The M&A Lawyer Blog.

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Sun Acquisitions

JULY 21, 2023

Merger and acquisition (M&A) transactions are complex endeavors that can significantly impact the involved companies and the broader business landscape. In this blog post, we will explore the role of due diligence in successful M&A transactions and why it should be a top priority for companies.

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Cooley M&A

FEBRUARY 8, 2018

What’s on tap for 2018 M&A? As an example, for California specific requirements, see our prior blog post Non-Competes for California Employees in M&A Deals: Don’t Fudge It. Approval of gross-ups in connection with a transaction typically involves a prior negotiation with the buyer.

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RKJ Partners

AUGUST 6, 2017

In our latest blog installment, we define and outline the key elements involved in valuing a target company. As a part of the buy-side M&A process, once a buyer selects and decides to pursue an acquisition target, it is essential to reach a level of comfort that the business for sale has a reasonable chance of being successfully acquired.

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Focus Investment Banking

JUNE 17, 2024

For a new client, we recently had to spend a bit of time up front explaining how escrows work in M&A transactions and why they exist. The client was rightly concerned about a portion of his eventual selling price being tied up indefinitely — or even worse, never being released. Working capital escrows work in this way.

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Quest: Mergers & Acquisitions

JULY 2, 2019

Mergers and acquisitions (M&As) are always a hush-hush thing, where only a select few in each organization are privy to the details and the negotiations. As we saw in Part 1 of the C-Suite Series , M&A activity is accelerating and IT is on the hook for up to 50 percent of expected cost synergies.

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Focus Investment Banking

JUNE 5, 2023

Mergers and acquisitions (M&A) can be a great way for businesses to expand their operations, enter new markets, and increase profitability. In M&A, working capital is often a significant area of negotiation between the buyer and the seller. What Is Working Capital?

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Quest: Mergers & Acquisitions

JULY 11, 2019

The details are in the fine print, as they say, and in the case of IT integration for mergers and acquisitions (M&A) it’s in the transition service agreement (TSA). These fines impact the expected cost synergies in an executive’s M&A spreadsheet. Why should the C-Suite care about transition service agreement?

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Focus Investment Banking

AUGUST 5, 2024

The intricacies of navigating regulations, oversight requirements and labor laws can make the entire Mergers and Acquisitions (M&A) process seem overwhelming. As a business changes hands, the process for both buyer and seller and can become emotionally fraught and highly complex.

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The M&A Lawyer

AUGUST 25, 2015

Most private M&A transactions are structured as acquisitions of stock , rather than mergers or asset purchases. However, M&A transactions are anything but basic. In later posts on The M&A Lawyer Blog, I will examine each of these sections more closely and provide a more detailed and nuanced discussion of their contents.

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The M&A Lawyer

SEPTEMBER 23, 2015

But what happens when they transpire during the gap period between signing and closing an M&A transaction? Some 95% of M&A deals include a MAC out. Lawsuits get filed. And disasters happen. Such are the vicissitudes of business. describe key cases that provide important context for the preparation of MAE clauses.

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Focus Investment Banking

JULY 15, 2024

Mike and Jamie ), Marsh believed a successful M&A journey should go beyond finding a way to exit and monetize their business. Selling a business you built from the ground up comes with a lot of worries. While securing financial success is often thought of as the number one goal, it’s not always the only consideration.

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M&A Leadership Council

FEBRUARY 13, 2024

Before Launching Your Next Integration Take a Good Look by Mark Herndon, Chairman Emeritus, M&A Leadership Council It’s not a trick question: “How do you know you're ready to launch integration planning?” Non-Negotiables: Agreed deal-point provisions may be categorized best in this bucket. Our answer?

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Sun Acquisitions

MARCH 27, 2023

They can provide valuable guidance on legal and financial issues, such as structuring the deal, negotiating terms, and ensuring compliance with regulations. Selling a business takes work. It is a complex process that involves many steps and can be time-consuming.

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M&A Leadership Council

JUNE 8, 2023

Before Launching Your Next Integration Take a Good Look by Mark Herndon, Chairman Emeritus, M&A Leadership Council It’s not a trick question: “How do you know you're ready to launch integration planning?” Non-Negotiables: Agreed deal-point provisions may be categorized best in this bucket. Our answer?

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