M&A - buying and selling companies

When it comes to buying or selling companies, the term M&A is quickly mentioned. The abbreviation "M&A stands for Mergers & Acquisitions. This usually refers to the acquisition and sale of companies and equity interests (participations). However, it often also involves other transactions with a corporate law context, such as capital increases, capital restructuring, the conclusion of so-called corporate agreements (e.g., control agreements and profit and loss transfer agreements), or an initial listing on the stock exchange (Initial Public Offering – "IPO"). 

What is happening here?

Mergers and acquisitions of companies repeatedly follow a similar process: 

• Preparation or review of an Information Memorandum or other "teaser" to generate interest from potential buyers

• Following initial discussions with interested parties, a Letter of Intent (LoI) or Memorandum of Understanding (MoU) is often signed to align, develop, and document shared understandings regarding essential transaction parameters.

• If negotiations continue, it usually becomes more complex because a due diligence review of the target company's economic, technical, and legal situation often follows.

• If the due diligence review is satisfactory, contract negotiations will follow in the next step, leading to the conclusion of the agreement.Signing“)

• It may be necessary Permits to obtain, which are for the performance of the contract, for example, due to antitrust lawFusion control) or foreign trade law restrictions are required.

• The transaction will be completed upon execution of the contract ("Closing) including corresponding documentation and control, has ended.

• Depending on what was negotiated, the fulfillment of transitional agreements may still be outstanding (for example, "Transition servicesand design of adaptation and/or integration measures (e.g.post-merger integrationto queue.

How can we help you?

It is of course not mandatory to seek legal advice when buying or selling a company. However, taking over a business or succeeding as an owner can be legally complex. If you receive expert advice on your M&A project from the outset, you can not only avoid costly mistakes but often also achieve a significantly better outcome. 

Our Stuttgart law firm AVANTCORE Rechtsanwälte gladly advises and represents you in the negotiation, structuring, and execution of such and other M&A transactions – if desired, also in selected areas only, for example, in the execution of a pure IP due diligence. Professional collaboration with other consultants – such as tax advisors or IT service providers – is a matter of course and a consistent practice for AVANTCORE.