ACQUISITIONS OF COMPANIES ✅ BUSINESS ✅ SERVICES

Stage 1. Preliminary Analysis and Deal Planning

Lawyer's Actions:

Client consultation regarding deal objectives and strategy.
Analysis of participating companies' corporate structure.
Initial legal risk assessment.
Preparation of action plan and work schedule.

Stage 2. Legal Audit Execution

Lawyer's Actions:

Collection and verification of corporate documents, contracts, financial information, licenses, patents, litigation, tax obligations, etc.
Risk assessment and identification of problematic issues.
Preparation of audit results report.

Stage 3. Preparation and Negotiation of Purchase Agreement

Lawyer's Actions:

Drafting M&A agreement considering client's interests.
Negotiating with counterparty.
Aligning terms: price, warranties, obligations, confidentiality, closing conditions.

Company Acquisition Support

Acquisitions are complex: significant capital, intense negotiations, and numerous legal pitfalls. Proper support transforms chaos into a manageable project: you make decisions rather than fighting fires.

What We Do From the Start

Deal Strategy. Determine: asset vs. stock purchase, friendly vs. hostile takeover, optimal tax and corporate structure.
Quick Legal Scan (short-form due diligence). Identify critical risks: IP, litigation, debt obligations, licenses, sanctions.
Action Plan. Develop roadmap with key milestones, deadlines, and responsible parties.

Negotiations and Documentation — Where Deal Value is Created

LOI / Term Sheet — clear frameworks to prevent negotiation chaos.
SPA / APA — detailed purchase agreements: pricing, payment mechanics, adjustments, escrow, earn-outs.
Warranties and Indemnities — clearly define post-closing responsibilities and risk coverage.

Comprehensive Due Diligence — Beyond Box-Ticking

We examine everything that could prove costly:

software rights and technology assets;
key customer and supplier contracts;
employment agreements and employee retention obligations;
tax risks and hidden liabilities;
export control and sanctions compliance;
license and permit transfer conditions.

Outcome: red flag list and mitigation plan.

Regulatory and Antitrust Review

For deals requiring antitrust or industry regulator approval — we prepare notifications, build arguments, and manage communications. In critical sectors (finance, telecom, defense) this becomes the deal's central phase.

Deal Closing

verify all pre-closing conditions are met;
facilitate rights transfer and settlements;
establish post-closing adjustment and warranty mechanisms;
implement escrow and representations & warranties insurance when needed.

Post-Deal Integration (PMI) — Where Value Materializes

Legal integration includes: contract consolidation, entity restructuring, IP transfer, HR policy alignment, retention plan implementation. Careful integration preserves clients and key employees — making synergy achievable.

Common Pitfalls and Our Solutions

unaddressed contractual obligations → approvals and novations;
flawed payment structures → proactive tax optimization;
key personnel loss → retention and KIA clauses;
missed regulatory approvals → government liaison and additional guarantees.

Conclusion

Company acquisition support in the US isn't merely a legal service — it's a strategic tool enabling safe and efficient execution of deals at any complexity level.