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Mergers and Acquisitions and Strategic Transactions

Practical Legal Advice Throughout the Transaction

ADL LEGAL advises buyers, sellers, investors and business owners on mergers and acquisitions and other strategic transactions. Advice is tailored to the nature and complexity of each transaction, with a focus on identifying key legal and business issues, managing risk and moving the transaction efficiently from preliminary negotiations through closing.

Drawing on extensive experience in private practice and senior in-house roles, Assunta Di Lorenzo approaches transactions from both a legal and business perspective and works closely with clients and their other professional advisers throughout the process.

Buying or Selling a Business

The acquisition or sale of a business involves legal, commercial, financial and operational considerations that extend beyond the transaction documents themselves.

ADL LEGAL advises clients on private business acquisitions and sales, including:

  • Share purchases and sales

  • Asset purchases and sales

  • Transaction structuring

  • Letters of intent and preliminary agreements

  • Confidentiality and non-disclosure agreements

  • Due diligence

  • Purchase and sale agreements

  • Ancillary agreements and closing documentation

  • Closing and post-closing matters

Investments and Strategic Transactions

ADL LEGAL also advises businesses, investors and shareholders on transactions that do not involve the acquisition or sale of an entire business, including:

  • Majority and minority investments

  • Private equity investments

  • Joint ventures

  • Strategic alliances

  • Shareholder arrangements

  • Corporate reorganizations related to a transaction

These transactions often require careful consideration of governance, decision-making rights, ongoing relationships among shareholders and appropriate exit arrangements.

Due Diligence and Risk Assessment

Effective due diligence helps a purchaser understand the business it is acquiring and identify issues that may affect the transaction, its terms or the integration of the business following closing.

ADL LEGAL assists clients in conducting and coordinating legal due diligence and in assessing identified risks in the context of the proposed transaction. Depending on the mandate, this may include corporate matters, material commercial agreements, financing arrangements, regulatory matters, governance, privacy and other legal considerations relevant to the business.

Negotiation and Transaction Documentation

ADL LEGAL assists clients in negotiating and documenting the principal terms of a transaction, from the letter of intent through the definitive agreements and closing documents.

The objective is not simply to document the transaction, but to ensure that the legal arrangements appropriately reflect the parties' commercial agreement, allocate risk and provide a workable framework for the relationship following closing. 

Working With the Transaction Team

Business transactions frequently require input from accountants, tax advisers, lenders and other specialized professionals.

ADL LEGAL works collaboratively with the client's professional advisers and, where appropriate, coordinates with specialized legal counsel to help ensure that the different components of the transaction are addressed efficiently and consistently.

Discuss a Transaction

Whether you are considering the acquisition or sale of a business, an investment or another strategic transaction, contact ADL LEGAL to discuss your legal needs.

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