SNP Schlawien Partnerschaft mbB Rechtsanwälte Steuerberater |

YOUR CHALLENGES

M&A transactions such as company acquisitions and sales, mergers, joint ventures or investments are strategically important projects for the further development of a company – whether for start-ups, small and medium-sized enterprises or listed companies. They always represent a special challenge with demanding tasks for everyone involved.

In these exceptional situations, you should be able to rely on a professional and experienced partner who specialises in M&A, has decades of expertise and understands the often very complex legal aspects of a transaction in order to work with you to make it a success.

OUR SOLUTIONS

The advisors in our M&A team are used to dealing with these challenges, as they have been successfully supporting German and international companies with their transactions for many years – at every stage: from the initial considerations regarding the possible structuring of the potential transaction, acquisition financing, conducting due diligence, identifying and minimising legal risks, drafting and negotiating contracts and closing. We always keep an eye on all key tax aspects.

Our lawyers and tax advisors are a well-rehearsed team that guarantees you first-class legal support and a smooth transaction process. We have particularly in-depth sector knowledge in the mid-cap segment – both in the tech, life science, services and mobility sectors as well as in the traditional industrial sector and in the real estate sector.

Our many years of experience are of particular benefit to you in the following aspects:

Comprehensive market knowledge and knowledge of standard market solutions for conflicting interests
Managing complex sales processes and understanding their dynamics
Close co-operation with external M&A advisors
Carrying out focussed due diligence reviews and finding pragmatic and legally sound solutions to identified risks
Appropriate protection of seller and buyer against material risks
Experience in the use of W&I insurance
Structuring of reverse shareholdings and employee shareholdings and negotiation of corresponding agreements
Minority protection rights and corporate governance
Understanding of the special features of cross-border transactions and international buyers

If required, we will also be happy to advise you on all other issues closely related to transactions, such as corporate succession or the successful management of conflicts that may arise in the run-up to or in the aftermath of M&A projects, e.g. in the assertion or defence of claims arising from breaches of warranty in the company purchase agreement.

‘Companies primarily seek advice from SNP on corporate law and transactions.’

JUVE Handbook 2023/2024

OUR SERVICES

Acquisition and sale of companies on the seller and buyer side (including re-investment structures)
Structuring of M&A transactions (including tax structuring)
Drafting and negotiation of shareholder and other re-investment agreements
Drafting and negotiation of (share) purchase agreements
Advising management on M&A-related issues/tasks
Due diligence reviews (in particular also review of the corporate set-up/existing contracts and implementation of any necessary adjustments) or data room design on the seller side
Accompanying documents (confidentiality agreements, term sheets, LOIs, exclusivity agreements)
Support for buy-and-build transactions
Investment/transaction structuring (including preparation and review of pre- and post-money valuations and preparation of cap tables)
Acquisition financing, e.g. senior, second lien, mezzanine and unitranche financing
Buy-in and buy-out transactions
M&A disputes (pre- or post-closing)