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Mergers & Acquisitions

Our specialist Corporate Law team have advised in relation to a wide variety of mergers & acquisitions in the UK and abroad. We offer pragmatic, commercially-focused advice to business owners, financial organisations, investment firms and all other types of corporate client, helping them realise their goals and maximise their investment.

We work closely with all our Corporate and Commercial law experts to provide a fully-inclusive service that covers all your needs. As well as the practical legal aspects of merging or acquiring businesses, we can assist with all associated matters, from regulatory considerations to employment law advice.

For expert business legal advice, please speak to our corporate lawyers in Chichester, Fareham or Havant or use our simple enquiry form to ask a question and get a quick response.

Expert mergers & acquisitions advice in Chichester, Fareham and Havant

Our expert corporate law solicitors’ mergers & acquisitions advice includes:

What role do lawyers take in mergers & acquisitions?

It is beneficial to have the advice of a solicitor who specialises in M&A advice as such transactions tend to be complex and involve various interweaving areas of law. The terms of mergers & acquisitions are primarily negotiated by lawyers with the commercial interests and goals of their client firmly in the forefront of their mind.

Taking expert legal advice ensures full legal compliance so minimises risk as well as the potential for disputes arising. Your lawyer also checks the details of every aspect of the transaction to ensure that, legally, you are getting a good deal.

Due diligence in mergers & acquisitions

Any buyer looking to acquire another business must ensure that every single detail of the transaction is carefully checked and considered so that they are fully aware of the extent of their liabilities and any potential risks – this is referred to as due diligence.

Part of your lawyer’s role is to assist with the due diligence stage and to investigate matters such as:

  • The seller’s commercial interests and position, including their industry expertise, competition, technology and intellectual property, and strategy.
  • The seller’s finances, including tax, accounting records, assets and performance.
  • Whether there are any ongoing legal issues, such as litigation, licensing issues, planning issues, regulatory matters and intellectual property concerns.
  • The state of the seller’s contracts and reviewing their terms.
  • Practical matters, such as employment matters, company structure, insurance, management and details of customers and clients.

The Takeover Code (also known as the City Code)

The City Code on Takeovers and Mergers is in place to regulate the takeovers and merger process in the UK. The Code has six General Principles which govern the standards of commercial behaviour.

In brief, the purpose of the Code is to ensure that shareholders are treated fairly, for example, that they are provided with enough time and information to make informed decisions on takeover bids and that the company board must act in the best interests of the company as a whole and to not prevent shareholders from having their say.

The Code mainly applies to listed companies, not private companies registered in the UK. If the Code applies to your merger or acquisition, as part of our service, we will ensure that the Code is fully complied with.

What is a merger?

A merger is where two businesses are combined. Usually, the merger will involve two independent companies (which are separate legal entities) transferring their workers, assets and liabilities to a newly formed company. The original companies are then dissolved and cease to exist.

There are many different kinds of mergers which may benefit you depending on your commercial goals, such as:

  • Horizontal mergers – where two businesses that are in direct competition with each other (for example, because they offer similar products within similar markets) merge to grow and expand their reach. These types of mergers may raise legal issues regarding competition, so it is important to seek expert legal advice before proceedings.
  • Vertical mergers – where a business may buy one of its customers to gain more control of the supply chain, improve efficiency and bring costs down. For example, a car parts supplier merging with a car manufacturer would be a vertical merger – this could allow the manufacturer to have easier access to parts for a better price.
  • Market extension mergers – where two businesses that offer similar products in different markets merge to extend their reach.
  • Product extension mergers – where two businesses that offer different products in the same market merge to grow the range of products they can offer their customers, improving profitability.
  • Conglomerates – where two businesses with no common products or services merge, often to allow each business to draw on the experience of the other to give it a competitive edge in its own market.

What is an acquisition?

An acquisition is where one company buys the assets or shares of another business. Often the acquired company will be completely absorbed into the acquiring company. Alternatively, it may remain a standalone subsidiary.

What is a management buy-out?

A management buy-out (MBO) is where the management team buy some or all of the business they manage. The advantage of this is that it allows management to take greater control of the business, streamline its operations and improve profitability.

For more information, visit our Management Buy-Outs page.

What is a management buy-in?

A management buy-in (MBI) differs from an MBO in that it is an external management team that acquires the company. The new team then replace the existing team. This may be beneficial where company is underperforming or undervalued, or where the new team have specialist expertise and greater knowledge or contacts.

What is the difference between a merger and a joint venture?

A merger is when two businesses combine, usually to create a new permanent business which is structured as a separate legal entity.

A joint venture is when two businesses join forces for a specific, time-limited project. The businesses involved may create a new company for the purposes of the joint venture, but will usually carry on operating as their own individual businesses.

For more information, visit our Joint Ventures page.

Why choose Glanvilles’ mergers & acquisitions lawyers?

Our M&A lawyers can offer a wealth of experience garnered over many years of practical, hands-on experience. Having worked with businesses of all sizes and structures, we are well placed to provide the high quality, commercially-focused advice you need to make your merger or acquisition a success.

We provide a highly personalised service, carefully tailoring our advice to suit our clients’ individual business needs. We are proud to be the go-to law firm for businesses in and around Hampshire and Sussex, with many of our clients returning to us time and time again as their business grows.

Our expert team includes Partner Lance Terry, an experienced lawyer with a strong background dealing with corporate transactions, including mergers & acquisitions.

Our Corporate team also includes Scott Richardson, a skilled lawyer who specialises in all corporate and commercial law matters.

The Glanvilles’ client service promise

  • Our staff will be friendly, respectful and attentive.
  • Your concerns will be listened to, your questions answered and your options explained in plain English.
  • The cost of dealing with your requirements will be made clear to you from the outset.
  • We will answer your phone calls and emails promptly.
  • We will keep you regularly updated at all times.

Get in touch with our mergers & acquisitions solicitors in Chichester, Fareham and Havant

For expert business legal advice, please speak to our corporate lawyers in Chichester, Fareham or Havant or use our simple enquiry form to ask a question and get a quick response.