Mergers and Acquisitions Lawyer in Columbus, Ohio

Introduction

Mergers and acquisitions are purchases and sales of business assets and ownership. In a business acquisition, the business being purchased ceases to exist after the transaction is complete. In a merger, two companies combine into one, generally taking on the name and identity of a surviving company. The difference is that mergers typically retain executives and staff from both companies, whereas in an acquisition the owners of the selling business cease to hold ownership interest.

The Process of Mergers and Acquisitions

As a mergers and acquisitions attorney in Ohio, I have been through the process several times. These transactions start by negotiating the basic terms of a purchase contract. This contract will outline what assets are being sold, what the price will be, what assets will be retained or compensated for after the transfer, when the transfer will occur, how funding will occur, and it will set the schedule for due diligence. Mergers and acquisitions lawyers will make sure the parties will have adequate time for due diligence and will help clients understand where liability may arise. 

Sources of Liability in a Business Purchase or Sale

Due Diligence

Due Diligence is a major area for potential legal liability when buying or selling a business. During this phase, the parties have a chance to inspect the confidential information of each other to ensure the business being sold is in the financial and physical condition that the Sellers presented it to be in. Essentially, due diligence allows the buyer to make sure the Seller isn’t misrepresenting the financial state of the Seller company or the condition of the assets being sold. 

Representations and Warranties

Representations and Warranties are where the parties make legally binding statements about their conditions and ability to complete the transaction. An Ohio M&A lawyer will help you ensure that a contract’s representations and warranties are legally effective against the opposing party without being overly restrictive on your end.

Financing

When financing through a lender, a Buyer will want to make sure they are not liable for a business purchase transaction for a failure to secure funding. Buyers will be required to make affirmative efforts to acquire lending approval, but an experienced M&A attorney will ensure that you are not liable for the entire transaction if a lender rejects your application.

Franchises

Some M&A transactions include franchised businesses. These transactions will require the parties to satisfy franchisor requirements and gain franchisor approval along the way. A top M&A lawyer will help you comply with franchise requirements while not being liable for delays or rejections by the franchisor.

Conclusion

Mergers and Acquisitions are exciting transactions. They are also very complicated and should be approached with a skilled M&A attorney. To get the support of a top M&A law firm in Ohio, call Collier Legal today.

Do you want to make your life easier?

Hey, I'm Joe Collier. I help businesses make their legal problems easier, and I want to do the same for you.

About Me

I went to law school at Capital University in downtown Columbus. There, I became the first person in school history to graduate the program (a 3-year program) in just 2 years while on the Dean’s list. I started my firm straight out of law school after marrying my beautiful wife and passing the bar exam. Now, I represent businesses in litigation, draft transactional documents, provide legal advise to business owners, and represent them in transactional negotiations.

Do you want to make your life easier?

Hey, I'm Joe Collier. I help businesses make their legal problems easier, and I want to do the same for you.