St. Louis Merger And Acquisition Lawyers
Buying, selling or merging a company is one of the most important transactions people face during their business careers. Bringing high-quality legal counsel into the transaction early is critical. Why? Because doing so leads to efficiencies in costs – and with proper guidance – it nets superior benefit from the transaction.
The lawyers involved must know exactly what they are doing and how to prevent future conflicts from arising. Having your transaction run as smoothly as possible is crucial to its success.
Experienced Merger, Acquisition And Business Attorneys In Missouri
Our team of St. Louis attorneys is skilled at many negotiation strategies and can help resolve the complex issues you will face regarding financing, securities, and stock or asset purchases and employee issues to name a few. You can rely on our proven experience to guide your company throughout the entire process.
Here are some considerations to help you determine what to look for in a proper M & A law firm:
Is the firm capable of helping to decide if I am ready to buy, sell or merge?
The lawyers should have technical and legal knowledge to address every aspect of a transaction. Evaluation of financial, legal, technical, operational, corporate and industry dynamics – all play a part in ensuring the transaction is positive – or perhaps shouldn’t take place at all. Not addressing these matters before negotiations begin or are concluded, costs time and money and could potentially result in litigation. Litigation which may arise from improperly executed Confidentiality, Letter of Intent and/or Purchase agreements. UGBB has lawyers with accounting and finance degrees in addition to their law educations. They offer a team approach to the project by incorporating the company’s principals and attorneys with experience in all aspects of M & A work – financial, negotiations, buy/sell agreement drafting, employee agreement drafting – all in advocacy of the client. This is an example of “Maximizing the Power of Partnerships.™” You can count on UGBB to be clear in its assessment of whether a transaction or issue within the transaction will be able to be resolved. The Firm positions itself as a problem solver – not “yes men”. Lawyers who agree with everything a client says or supports opinions in order to earn that client’s approval and fees – is at the very least, negligent in their duty.
Does the firm have experience in M & A transactions?
More important than education or a firm’s prestige, is applicable experience. M&A transactions are different from routine business transactions. Legal representation in this area of law is more akin to an art form than ordinary business law practice. For clients, oftentimes getting the transaction done is more important than negotiating the perfect one. A successful deal occurs when both sides of the transaction work to make the deal happen and grant each party an opportunity to profit from it. With proper guidance and teamwork, the client and its counsel can ensure this takes place. UGBB has been involved in transactions in many diverse industries involving small businesses all the way through large, international companies. UGBB has experience dealing with lawyers extending from solo practitioners through Top 20 U.S. law firms.
Can the lawyer represent me well given the dynamics of the other party to the transaction?
Consider whether the firm has a team that can communicate well with the other party. As important as being part of the face of the company, the lawyers will be dealing with other lawyers to get the deal done. Your representatives must be capable of understanding what points should be considered deal killers – or are negotiable. They should have an ability to navigate negotiation obstacles and conform to the personality of the parties to the negotiations. More than one attorney should be on a team – so that specialized experience of each can be brought to the table. This capacity is found in few firms. At UGBB, the ability to communicate well is tested in all aspects of the firm’s practice. As an AV Rated firm, good communications has been recognized because the rating comes from peers in the legal community.
Do you feel comfortable accepting guidance from the legal team?
M & A transactions can become very emotional. Your team must be capable of helping their client maintain focus, and when emotions run hot, stepping in to keep the transaction from evaporating. Assistance might take the form of guidance of the client, the other party or both. Crucial to this aspect is a trust of, and ability to communicate with your attorneys. For over 40 years, given UGBB’s corporate client base, the firm has experience advocating for a broad array of personalities revealed by business owners and decision makers. As a result, the Firm’s lawyers have become accustom to maintenance of a cool continence in representation. The best way to decide if you feel comfortable with a team is to set up a meeting to gauge character.
Do the representatives understand aspects of the deal you may be unfamiliar with?
An M & A transaction can take many different forms. Stock sales, asset sales, and mergers each come with different considerations and require different negotiation strategies and legal documentation. Experienced lawyers should also be keenly aware of indemnification matters. Furthermore, they should be capable of managing guarantees, representations and warranties, key employee contracts, trademark, copyright, insurance, escrows, earn outs and/or promissory notes. UGBB has experience in these matters not only by virtue of its M & A work, but also through its standard corporate practice and business litigation. UGBB brings a team in to incorporate many perspectives in a particular transaction.
Does the lawyer understand personal issues in a transaction? For instance, your employees and their families, pensions, benefits, etc.?
UGBB works with its clients to balance interests between managerial “hard” versus “soft” business matters with other aspects of the transaction. The Firm understands how important people are to a business and helps ensure a transaction is not derailed by non-attention to these issues.
How is the team structured? How are non-legal issues dealt with?
It is important for the team to properly incorporate the principals to the transaction into the decision making process. This requires a lead attorney who can keep track of the transaction and interact with the principals and other company resources such as accountants, HR managers etc. UGBB’s approach is to introduce the M & A team to the client, and after discussions, have it decide who should take the lead attorney position. Take time to review the experience and education of our attorneys contained on their bio pages to see the depth of talent available.
At the St. Louis law firm of Uthoff, Graeber, Bobinette & Blanke, our business lawyers combine for more than 100 years of legal experience guiding companies through these complex times. Call our law offices at 314-732-0746 or 888-445-2353. You can also e-mail our Missouri firm to schedule a consultation.