Our attorneys draw on extensive experience to provide counsel in these and other areas:

• Drafting and negotiating early-stage M&A agreements such as letters of intent, term sheets, confidentiality agreements and investment banker engagement letters
• Preparing a business for due diligence by potential acquirers
• Legal due diligence review of acquisition targets
• Assisting with sale processes, including auctions
• Preparing and negotiating definitive acquisition agreements
• Drafting ancillary transaction agreements and documents, including consulting agreements, employment agreements, noncompetition agreements, real estate documentation and closing checklists
• Counseling boards of directors and special committees with respect to fiduciary duties and other obligations
• Obtaining governmental approvals, including preparing the premerger notification report required by the Hart-Scott-Rodino Antitrust Act
• Negotiating transaction financing terms and documentation
• Closing the transaction
• Assisting in post-closing price adjustment and transition matters
• Preparing closing binders
• Advising on estate planning and tax planning strategies