Major corporate transactions have far-reaching consequences for companies. Ensuring that the legal team representing you is prepared to handle the work involved, skilled enough to secure the desired benefits and avoid potential problems, and savvy enough to negotiate the best terms, is critical to the result. That's why companies from Fortune 500 companies to closely held entities turn to Patterson Belknap for their M&A deals. We represent clients in a broad range of domestic and cross-border merger and acquisition transactions, including:
Patterson Belknap lawyers bring to the table a wealth of practical, problem solving experience, an attention to detail, an ability to propose creative solutions to the issues that arise in doing deals, and the commitment to devote the time and resources necessary to close the deal on schedule.
Our clients know that Patterson Belknap partners lead every step of the way, the primary deal team remains intact throughout the deal, and legal experience in areas that may be needed to support the deal (including antitrust, SEC registration and reporting, real estate, employment and human resources, intellectual property, tax, employee benefits and executive compensation, creditors' rights and litigation) is effectively and efficiently integrated and managed.
For example, the firm’s intellectual property attorneys play a significant role in many M&A transactions, including performing intellectual property due diligence; negotiating intellectual property representations and warranties; and resolving problems raised by licensing, distribution and other related agreements.
While many mergers and acquisitions are straightforward sales or purchases of an entity, a product line, equity or assets, it is also common for transactions to have a variety of contingent components, such as the sale of a product line and the license of certain of its manufacturing technology, or a restructuring or consolidation before or after the transaction. In other cases, the deal team must address issues such as tax liabilities or severance packages for personnel who will not be part of the team going forward. In many instances, cross-border elements involve working closely with law firms around the world. Our attorneys coordinate effectively to handle these issues as seamless elements of the transaction.
While Patterson Belknap has the experience and resources to handle virtually any type of M&A transaction, regardless of structure, industry or complexity, we have particular experience with acquisitions and dispositions of privately held companies and acquisitions and dispositions with a cross-border component. Our clients benefit from this in many ways, from realizing cost efficiencies to capitalizing on our in-depth understanding of the issues that arise in private M&A transactions.
Our attorneys are also skilled in acquisitions of distressed companies and transactions with distressed parties. We handle acquisitions of distressed companies or their assets both in and out of Chapter 11 proceedings and our attorneys frequently counsel clients on structuring domestic and cross-border transactions to avoid or minimize risks resulting from the subsequent insolvency or bankruptcy of the distressed party.
Representative Mergers and Acquisitions Transactions
- Represented a luxury beauty product and spa service retailer in its acquisition by a major department store. The department store has reported that the $210 million acquisition will enable it to expand its selection of beauty products while increasing its nationwide presence.
- Represented a Fortune 100 financial services organization in a significant investment in a NYSE-listed company in the natural resources industry to support that company’s acquisition of significant assets.
- Represented a nonprofit agricultural organization in its acquisition of a division of a business-to-business media company.
- Advised a global machine tooling supplier in the sale of its U.S. division, with annual turnover of $500 million, to a Paris based industrial engineering group.
- Closed the sale of a leading investigative services firm to a global investigative and risk analytics consulting company.
- Regularly represent a global electronics company in corporate acquisitions and dispositions, including its $200 million sale of one of its operating divisions.
- Regularly represent a $4 billion investment fund in its private equity and venture capital investments and in dispositions.
- Regularly represent a financial advisory services company in its private equity investments and dispositions.
- Regularly represent a NASDAQ-listed energy company, in its M&A transactions, including its participation in a German joint venture and its acquisition of a leading fuel cell developer with operations in the U.S. and Canada.
- Regularly represent one of the largest branded media companies in the world. and its affiliates in acquisitions and dispositions of various websites, magazines, packaging entities, and online shopping engines.
- Regularly represent a multinational media corporation in strategic investments.
- Represented the special committee of the board of a NASDAQ-listed computer services company, in its sale to a private equity fund.
- Represented senior management of an education technology and service provider in connection with its acquisition by a British multinational publishing and education company.
- Represented an international news agency and its Netherlands affiliate in the acquisition of an Israeli-American provider of text analytics software.
- Represented a privately held global publishing group in numerous acquisitions and dispositions of magazine and book publishing properties, including acquisitions from sellers in bankruptcy proceedings.
- Represented a privately held manufacturing company in the acquisition of the world-wide assets of a Fortune 100 multinational conglomerate's consumer products division.
- Represented an Italian sportswear group in the sale of all of its operating assets in the U.S. and subsequent going private transaction.