Mergers and Acquisitions
Business man and business woman shaking hands

Businesses are known as legal entities or “legal human beings.” Moreover, businesses grow just like every other living thing out there. In the bid to grow, these businesses pass through several stages. They have some characteristics of living things such as; growth, reproduction, nutrition, and death. For instance, when a business is “born”, it doesn’t end there, it needs “nutrition.” Some aspects of these characteristics of living things, such as reproduction, nutrition, and even death involve a process that can be likened to Merger and Acquisition. Get the help of a skilled Mergers and Acquisitions lawyer today!

Mergers and Acquisitions

Firstly, Merger and Acquisition simply put is a legal process of changing the nature of a business to make it bigger, smaller or subsumed in another business. It could mean a “marriage” of two businesses while both businesses co-exist, a business swallows another business and exists as one, or a business buys up the parts of the other business that it needs and leaves it to exist in a smaller scale. Merger and Acquisition is the consolidation of synergies to improve the financial viability of each company. A merger is the legal consolidation of businesses into one. Whereas Acquisition occurs when one entity takes ownership of another entity’s share capital, equity interests, or assets.

Importance of Merger and Acquisition

This legal process helps businesses boost the financial resources of the company. For example, risks are diversified, and market share can be increased. Mergers and Acquisitions are beneficial. However, it is a very sensitive legal process that needs extra care. It involves strict due diligence. More important, it’s an intensive and thorough investigation of the selling of the selling company. Therefore, it is critical to hire a knowledgeable Mergers and Acquisitions lawyer like those at Barnwell Law Group.

Stages in Merger and Acquisition

1. Initiation Stage. Drawing from our comparison between businesses and living things, Merger and Acquisition are like blood transfusions. Beforehand, both parties are usually screened to ensure they’re a “match”.  As a buyer, there is a kind of business you will acquire and it will crumble your viable business.

Additionally, if a buyer sends you a letter of intent to buy your business, do not be in a hurry to sign it. There is usually a trap in it! Yes! A trap! Letters of intent are taken for granted because they are believed to be “non-binding”. Hey! Don’t shy away from those terms that are not sufficiently described in that letter. This includes non-binding terms, indemnity, prices, adjustments to prices, and so on. Some letters of intent even prohibit the dealer from accepting bids from other prospective buyers.

Barnwell Law Group is a league of lawyers that specializes in Merger and Acquisition. They have a very beautiful combination of specialization that gives you the best services in Atlanta.

Why should you opt for the Barnwell Law Group?

  1. As your Mergers and Acquisitions lawyers, they’re experienced in these cases.
  2. They are abreast with the substantive laws that regulate Mergers and Acquisition in Atlanta. Additionally, they have proven success scores and a wealth of experience.
  3. Merger and Acquisition is a complex legal process that may require every one of these services at one point or the other.

At the initiation level, Barnwell Law Group helps you draft your protective letter of intent as the buyer or scrutinize the letter of intent sent to you as the seller. They will work with financial advisors to give you proper preliminary footings that will enable you to stand a better chance in the negotiation stage. Remember, the clauses you neglect at this stage, no matter how “harmless” they appear, may affect or influence you at the negotiation stage.

2. Agreement Stage. Next, this is the most important stage of the Merger and Acquisition process. Every aspect of the Merger and Acquisition must be discussed and expressly agreed upon to avoid litigations in the future. Do not assume anything! Barnwell Law Group will guide you through this crucial stage. They will analyze the circumstances surrounding the whole process. They find out which of the parties has the greater leverage. Furthermore, it determines potential compromises. Equally important is that the initial offers from buyers are not usually the best. Once you have the greater leverage, let the buyers make their offers, while you confidently propose slightly above the highest bidder. In this stage, intellectual property issues are discussed and agreed upon. Thus, your employees need to be protected as well. If possible, make a provision for Earnout.

Earnout Provision

Additionally, an earnout is a contractual provision in the agreement that allows a seller to receive additional consideration in the future if the business sold achieves certain financial metrics. such as milestones in gross revenue or EBITDA (Earnings Before Interest, Taxes, Depreciation, and Amortization).

When all the terms have been agreed upon, Barnwell Law Group drafts a Merger and Acquisition Agreement that shields you from risk.

3. Execution Stage. Remember, It is one thing to reach an agreement and another to perform the terms of the agreement completely. Barnwell Law Group ensures that the feared Intellectual property issues do not arise, that employees and their benefits are provided for, and lots more.

Protect your business and interests. Hire a trusted Mergers and Acquisitions lawyer for assistance. At Barnwell Law Group, I offer specialized legal services to help you. Schedule a consultation today!

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