Mergers and Acquisitions


 The process of acquiring or selling a business offers many challenges. Our team of attorneys has extensive experience in merger and acquisition transactions. We represent both buyers and sellers in negotiated acquisitions, divestitures, mergers, consolidations, reorganizations, recapitalizations and other transactions. Our attorneys help clients identify the business issues on either side of the transaction. Then, we work with clients to determine the deal structure that best suits the client’s strategies and tax needs. This process involves: 

  • Choosing the most appropriate form of transaction, including asset acquisitions, share exchanges, mergers, forward and reverse triangular mergers, debt financing and installment sales 
  •  Analyzing state and federal income tax implications
  •  Negotiating letters of intent and related confidentiality agreements
  •  Reviewing the target’s corporate documents, such as charter documents, state qualifications and authorized and issued outstanding shares and related matters
  •  Reviewing compliance with regulatory requirements
  •  Negotiating the agreement between the buyer and seller, including the representations and warranties provisions addressing employee benefit plans and other personal matters, indemnification agreements and limitations on liability, conditions relating to necessary financing, and other closing conditions
  •  Documenting related corporate matters, such as approvals by the board of directors and shareholders
  •  Closing the transaction
 
Birmingham Angel Network
Business owners and entrepreneurs may find investment opportunities or startup capital through the resources available with The Birmingham Angel Network, LLC (“BAN”), Birmingham’s first formal angel network. BAN consists of a group of executives, professionals and accredited investors who are interested in investing their time and money into new, cutting edge, startup companies. Many BAN members have founded and operate some of the leading companies in our area.
To learn more about BAN, contact us or visit the website Birmingham Angels.