Mergers, disposals and reorganisations
Mergers, business transfers, disposals, carve-outs, intra-group reorganisations.
The approach
A combination or disposal is prepared on two parallel timetables: that of the instruments — merger terms, sale agreement, shareholder meetings — and that of employee consultations, which begins earlier than expected and drives the signing date. Both are set out together from day one.
The practitioner's background includes more than twelve merger transactions and eight transfer, disposal or carve-out transactions, run in-house before admission to the bar. That experience bears mainly on execution: that is where transactions slip, rarely on structuring.
Matters handled
- Mergers and simplified mergers
- Partial asset contributions and demergers
- Business and share sales
- Carve-outs and transfers between entities of the same group
- Acquisition due diligence, employment and corporate strands
- Warranty and indemnity provisions and price adjustment clauses
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