Acquisitions and Succession Planning

Anyone considering the sale or acquisition of a business faces a variety of complex legal issues.  For example, our clients rely on our attorneys for:

• Due diligence investigations of the assets and business of the seller
• Planning for sophisticated tax, accounting and securities law concerns
• Structuring the transactions

Our Business Law Group's approach ensures that an acquisition is also carefully integrated with the means of financing. 

Our attorneys pay special attention to the material assets involved.  These might range from intellectual property in the case of technology ventures to hazardous waste issues when buildings or other real estate are involved. 

Transfer of Ownership

Prudent, privately-held businesses plan ahead.  This is why principal owners regularly seek our counsel to review and plan how they intended to transfer their ownership interests and how management is to evolve.  Family-owned and other closely-held enterprises especially value our careful attention to avoid an unintended forced sale of the business which might otherwise become necessary to meet estate tax liabilities.  In addition, our attorneys strive to ensure the success and growth of the business as it passes between generations of ownership. 

Representative Experience

• A publicly held health data analytics firm hired us to serve as counsel in multiple acquisitions with values of approximately $10 million to $80 million.  Our attorneys handled all aspects of the transactions, including negotiation of terms, legal due diligence, drafting and negotiation of definitive terms and closing.
• A private equity firm planned to acquire a distressed regional consumer product/home delivery business.  The transaction required negotiation with a number of stakeholders in the target company, including multiple creditors and shareholders.  We continue to serve as outside general counsel to the operating company.
• A longstanding client of the firm was being sold to a foreign conglomerate.  Hemenway & Barnes handled all aspects of the transaction for the seller, including structuring of the transaction, complex employment arrangements involving foreign employees, negotiating terms and closing.