Mergers & Acquisitions Law & Lawyers
Broadly speaking, Mergers and Acquisitions is that area of law that deals with the aquiring of smaller companies by larger companies or the joining of two or more companies into one.
The phrase mergers and acquisitions refers to the aspect of corporate strategy, corporate finance and management dealing with the buying, selling and combining of different companies that can aid, finance, or help a growing company in a given industry grow rapidly without having to create another business entity.
Mergers and acquisitions (M&A) and corporate restructuring are a big part of the corporate finance world. Every day, investment bankers arrange M&A transactions, which bring separate companies together to form larger ones. When they're not creating big companies from smaller ones, corporate finance deals do the reverse and break up companies.
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
Why do Mergers and Acquisitions take place?
The key principle behind buying a company is to create shareholder value over and above that of the sum of the two companies. Two companies together are more valuable than two separate companies, at least in theory.
This rationale is particularly alluring to companies when times are tough. Strong companies will act to buy other companies to create a more competitive, cost-efficient company. The companies will come together hoping to gain a greater market share or to achieve greater efficiency. Because of these potential benefits, target companies will often agree to be purchased when they know they cannot survive alone.
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
Mergers & Acquisitions Lawyers
A mergers and acquisitions lawyer can provide help and guidance about issues such as preparing for the sale or purchase of a business, handling negotiations and managing documentation.
As well as various other commercial business transactions, many mergers and acquisitions lawyers can advise on foreign transactions too. Mergers and acquisitions lawyers can also assist with matters such as legal due diligence investigations, managing risk and post-acquisition integration.
A mergers and acquisition lawyer can provide efficient and cost-effective mergers and acquisitions advice for all aspects of acquiring a business or the merger of two or more businesses.
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
A mergers and acquisition lawyer will work alongside your bank, financiers, accountants and other stakeholders to ensure the transaction proceeds as smoothly as possible. A mergers and acquisition lawyer generally has extensive experience of the legal complexities of share transfers, the procurement of share sale and purchase agreements and can assist with many other aspects such as legal due diligence, vendor warranties and covenants.
In many situations where a business is being acquired, the advice of competent employment lawyer and commercial property lawyers is required to deal with staff transfers or other contractual employment issues and property-related matters.
A mergers and acquisition lawyer normally possesses experience and knowledge of the full range of transactions, from the acquisition of small sole-trader businesses to larger more complex transactions.
A mergers and acquisition lawyer can help you negotiate legal and tax issues to the best possible effect, both pre- and post- transaction.
A mergers and acquisition lawyer areas of expertise include:
- Legal Advice on acquiring or merging a business or businesses
- Preparation of Sale & Purchase Agreements
- Legal due diligence
- Legal advice on employment issues consequential to a merger or acquisition
- Legal advice on property-related matters such as lease transfers and or extensions
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
Links to Further Resources - Mergers & Acquisitions Law & Lawyers
New & Further information - Mergers & Acquisitions Law & Lawyers
Distinction between Mergers and Acquisitions
The terms merger and acquisition mean slightly different things. When one company takes over another and clearly established itself as the new owner, the purchase is called an acquisition. From a legal point of view, the target company ceases to exist, the buyer "swallows" the business and the buyer's stock continues to be traded.
In the pure sense of the term, a merger happens when two firms, often of about the same size, agree to go forward as a single new company rather than remain separately owned and operated. This kind of action is more precisely referred to as a "merger of equals." Both companies' stocks are surrendered and new company stock is issued in its place.
In practice actual mergers of equals don't happen very often. Usually, one company will buy another and, as part of the deal's terms, simply allow the acquired firm to proclaim that the action is a merger of equals, even if it's technically an acquisition. Being bought out often carries negative connotations, therefore, by describing the deal as a merger, deal makers and top managers try to make the takeover more palatable.
A purchase deal will also be called a merger when both CEOs agree that joining together is in the best interest of both of their companies. But when the deal is unfriendly (i.e. when the target company does not want to be purchased) it is always regarded as an acquisition.
Whether a purchase is considered a merger or an acquisition really depends on whether the purchase is friendly or hostile and how it is announced. In other words, the real difference lies in how the purchase is communicated to and received by the target company's board of directors, employees and shareholders.
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
Synergy
Synergy is the magic force that allows for enhanced cost efficiencies of the new business. Synergy takes the form of revenue enhancement and cost savings. By merging, the companies hope to benefit from the following:
Staff reductions - As every employee knows, mergers tend to mean job losses. Consider all the money saved from reducing the number of staff members from accounting, marketing and other departments. Job cuts will also include the former CEO, who typically leaves with a compensation package.
Economies of scale - A larger company placing larger orders can buy at an increasingly discounted rate, and save more on costs.
Acquiring new technology - To stay competitive, companies need to stay on top of technological developments and their business applications. By buying a smaller company with unique technologies, a large company can maintain or develop a competitive edge.
Improved market reach and industry visibility - Companies buy companies to reach new markets and grow revenues and earnings. A merge may expand two companies' marketing and distribution, giving them new sales opportunities. A merger can also improve a company's standing in the investment community: bigger firms often have an easier time raising capital than smaller ones.
Varieties of Mergers
From the perspective of business structures, there is a whole host of different mergers. Here are a few types, distinguished by the relationship between the two companies that are merging:
Horizontal merger - Two companies that are in direct competition and share the same product lines and markets.
Vertical merger - A customer and company or a supplier and company.
Market-extension merger - Two companies that sell the same products in different markets.
Product-extension merger - Two companies selling different but related products in the same market.
Conglomeration - Two companies that have no common business areas.
There are two types of mergers that are distinguished by how the merger is financed. Each has certain implications for the companies involved and for investors:
Purchase Mergers - As the name suggests, this kind of merger occurs when one company purchases another. The purchase is made with cash or through the issue of some kind of debt instrument; the sale is taxable.
Consolidation Mergers - With this merger, a brand new company is formed and both companies are bought and combined under the new entity. The tax terms are the same as those of a purchase merger.
Acquiring companies often prefer purchase mergers because this can provide them with a tax benefit. Acquired assets can be written-up to the actual purchase price, and the difference between the book value and the purchase price of the assets can depreciate annually, reducing taxes payable by the acquiring company.
Should you require legal help or legal representation regarding any aspect of mergers and acquisitions law, then please complete your free legal enquiry form to be put in contact with a mergers and acquisitions lawyer.
Overview of mergers law
The merger and acquisition provisions fall within the competition provisions of Part IV of the Act. Section 50 of the Act prohibits acquisitions that would have the ..
Mergers and acquisitions - Australian Taxation Office
Law, rulings & policy .. This guide sets out the key compliance issues and common themes in mergers and acquisitions (M&A) transactions.
LAWYERS IN HONG KONG
Specialities: PRC Law, Banking, Capital Markets, Construction, Mergers, Dispute .. Property & Conveyancing, Settlements, Mergers & Acquisitions, Trusts.
ILSAC's second survey - International Legal Services Advisory Council
The most significant area of international legal practice was in the area of Corporate legal services, including Mergers & Acquisitions (32%), ..
e-journals, e-magazines, e-newspapers, e-books..
30+ items – Displaying related Journal. Switch to Table View Switch to ..
Business, Economy and Management: Economics
|
Has supplement: Latin securities laws [1072-4265]
|
Our past graduates
While completing a Bachelor of Arts/Laws, I undertook volunteer work at .. analysis on mergers and acquisitions by high-profile corporations and providing legal ..
GST guide - claiming input tax credits on acquisitions made in ..
Copies of these rulings can be found on the ATO Legal Database. For general information on mergers and acquisitions, refer to the Mergers ..
Overview of the Trade Practices Act
The Trade Practices Act aims to enhance the welfare of Australians by .. codes, mergers and acquisitions of companies, product safety, product labelling, price ..
Mergers and acquisitions - Australian Taxation Office
Mergers and acquisitions activity subject to regulation. The regulation of M&A .. Takeovers are governed by Chapter 6 of the Corporations Act.
Senate List Order No 6 ASIC
PMR 2006/007405 ADVICE SIMPLE - MERGERS & ACQUISITIONS. PMR 2006/007437 AUDITORS NOTIFICATION OF BREACH OF LAW (S311) - GENERAL ..
Molina Asthana | Victorian Government Solicitor's Office | VGSO
Her previous experience includes working in Mergers & Acquisitions at Minter Ellison and in Banking & Finance at Clayton Utz. Prior to this, Molina practiced law ..
Safety - Acting ACSQHC Board Members
Bill is an Investment Banker with a background in Corporate Law. .. he specialised in corporate law, particularly in Mergers & Acquisitions and ..
TRADE PRACTICES ACT REVIEW SUBMISSION
MERGERS AND ACQUISITIONS. The Chamber believes the Trade Practices Act, in particular Section 50 (Acquisitions), does not inhibit Australian companies ..
Australian Securities & Investments Commission
- Provide a range of legal, policy and compliance services, including .. Experience in corporations or mergers and acquisitions law would be beneficial.
Mergers and acquisitions in Australia
Mergers
and acquisitions in Australia. 14th April 2000. Conference. United Nations Regional Seminar on Competition Law And Policy for Asia-Pacific ..
2011 lawyers - Australian Embassy
- French Law Only: General Corporate, Mergers & Acquisitions Laurent BARBARA 1, Rue Paul Baudry 75008 Paris Tel. 01 44 17 53 00. Fax. 01 44 17 45 75 ..
Mergers and acquisitions - Australian Taxation Office
01 Mergers and acquisitions framework. M&A activity can be impacted by almost any part of the tax law. In this section we outline what we ..
Compliance program 2011-12
Law, rulings & policy .. example, initial public offerings, mergers and acquisitions, rights issues and share buy backs) remain a particular focus ..
About Us | Members & Staff | ADF Financial Services Consumer ..
Daniel qualified as a solicitor at law firm Allens Arthur Robinson in Sydney where he worked in the Insurance, Financial Services, Mergers & Acquisitions and ..
Australia's competition law in practice powerpoint - ACCC
Trade Practices Act prohibits anti-competitive agreements, misuse of market power, certain mergers & acquisitions. – Allows in certain ..
Submission to the Commonwealth Treasury
Western Sydney (UWS) has a corporate law academic group within the .. commercial experience includes commercial litigation and mergers & acquisitions ..
Mergers and acquisitions - Australian Taxation Office
The merger and acquisition provisions in the Act are part of the competition provisions of Part IV of the Act. The provisions of the Act relevant to ..
CF03 - Australian Securities and Investments Commission -
Description, Applications for relief - mergers & acquisitions. Purpose .. Legislation References, Corporations Act 2001\615\a. Corporations Act ..
Speech - Competition and Consumer Legislation Amendment Bill ..
First, the Bill will enact laws to deal with creeping acquisitions by .. give greater clarity to the provisions regulating mergers and acquisitions.
Press Release - Appointment of Part-Time Members to the ..
He is a commercial, corporate and employment lawyer, with expertise in .. mergers and acquisitions and high-level employment law strategies.
Introduction The ACCC's Merger Review Process Guidelines
Page 1 of 12. Lexis Nexis Trade Practices Law Conference. How to Obtain Approval for Difficult. Mergers & Acquisitions. – And How You Won't. 18 October 2006 ..
Mergers, acquisitions and restructures
The level and volume of merger and acquisition activity, both globally and .. (Division 125) in the Income Tax Assessment Act 1997 (ITAA 97).
100527 WRB Resume (Indigenous)
During my 13 years working as a legal consultant, primarily in Indigenous affairs, .. Assisting partners in the Mergers & Acquisitions and Commercial Litigation ..
Australian Securities and Investments Commission - Company forms ..
207Z, Certification of compliance with stamp duty law. 208, Notification of details .. CF03, Applications for relief - mergers & acquisitions. CF04, Applications for ..
Changes to China's foreign investment regime following China's ..
applicable merger and acquisition laws and regulations and convert the Chinese company into a foreign investment enterprise. Although the laws have been ..
RETAINING THE COMPETITIVE ENVIRONMENT AMID THE ..
practices legislation, if collusive conduct is a breach of the Act, then a merger could provide a means to the same end; the acquisition obviates the need to enter ..
Speech - 'Developments in Competition Policy', Opening Address to ..
The mergers and acquisitions provisions in section 50 of the Act fulfil an important role in preserving the effectiveness of the competitive ..
List of Lawyers - Australian Embassy
Specialising in: Full range legal services and provide counselling, advocacy in .. contracts, mergers and acquisitions, capital markets, insurance, mining law, ..
Role and responsibilities of the ACCC
We do this not only because the Competition and Consumer Act 2010 requires .. We analyse and regulate markets, assess major mergers and acquisitions, and ..
Minerals | Legal
Legal services, tenement acquisition and administration of native title, joint .. mergers and acquisitions, resources and energy), commercial law ..
Globalisation and Competition Policy
- there is a need to apply the traditional principles of competition law and policy ... Source: Freehill Hollingdale & Page Year 2000 Merger & Acquisition Legal ..
Competition and Consumer Legislation Amendment Act 2011
Schedule 1—Mergers and acquisitions. Competition and Consumer Act 2010. 1 Subsections 50(1) and (2). Omit "a market", substitute "any ..
Fair trading laws
..
and responsibilities according to trade practices and state fair trading laws. .. mergers and acquisitions of companies, product safety, collective bargaining, ..
Appointments to the Takeovers Panel [18/03/2011]
She is a partner with Corrs Chambers Westgarth and practices in regulated and unregulated mergers and acquisitions, securities industry law, ..
Relevant guidelines for mergers
The guidelines do not have any legal force in determining breaches of the .. Competition Tribunal for authorisation of proposed mergers and acquisitions. Top ..
GSTD 2011/D2 - Goods and services tax: do the acquisitions of the ..
The tax, legal and public relations advisory services referred to in the .. in a security in the context of arranging mergers and acquisitions. 16.
Appointment of Panel Members [26/02/2010]
.. Law of the reappointment of 11 members and the appointment of 10 .. Mr Friedlander is a Mergers & Acquisitions and Securities Partner at ..
Press Release - Parliament Passes Laws to Strengthen Protections ..
"The amendments to the merger provisions that deal with creeping acquisitions make it clear that a court or the Australian Competition and ..
Review of the Trade Practices Act
Rich Text Format - 7 Mergers & acquisitions 23. 8 Other related issues 24. 8.1 Administration of the Act 24. 8.1.1 Mergers 24. 8.2 Compulsory information ..
Board of Commissioners - Tourism Western Australia
He is a former head of Freehills' national Mergers & Acquisitions group and is a .. law firm Skadden, Arps, Slate, Meagher & Flom, specialising in acquisitions ..
Mergers register
15+ items – Current informal merger clearances under consideration are ..
Glencore International AG - proposed acquisition of Xstrata Plc
|
Fairfax Community Newspapers VIC - proposed acquisition of Metro Media ..
|
MERGER REGULATION:
Practices Act from January 1993 by introducing a new test for evaluating mergers. Mergers (or acquisitions) are now opposed — as they were between ..
Annotated mergers and acquisitions law of Australia / by Darryl D ..
Available in the National Library of Australia collection. Author: McDonough, Darryl D; Format: Book; xlii, 435 p. ; 24 cm.
Mergers and acquisitions - Australian Taxation Office
.. and common themes in mergers and acquisitions (M&A) transactions. .. Section 659AA of the Corporations Act describes the post-corporate ..
01 Mergers and acquisitions framework - Australian Taxation Office
01 Mergers and acquisitions framework. M&A activity can be impacted by almost any part of the tax law. In this section we outline what we ..
Mergers And Acquisitions 2007 - Supreme Court : Lawlink NSW
Mergers And Acquisitions 2007. University of New South Wales Faculty of Law Centre for Continuing Legal Education. MERGERS AND ..
What we do
In broad terms the Act covers unfair market practices, industry codes, mergers and acquisitions of companies, product safety, product labelling, price monitoring, ..
12. ATO merger and acquisition framework - Australian Taxation Office
Law, rulings & policy .. ATO merger and acquisition framework .. In developing the mergers and acquisitions guide, we consulted with ..
Financial System Inquiry (Wallis Report) - Mergers and Acquisitions
- In brief, s. 50 of the Trade Practices Act prohibits mergers and acquisitions which would have the effect, or likely effect, of substantially lessening competition in a ..
01 Mergers and acquisitions framework - Australian Taxation Office
.. and common themes in mergers and acquisitions (M&A) transactions. .. M&A activity can be impacted by almost any part of the tax law.
Strategic Global Engagement - International Legal Services ..
Corporate work, including Mergers and Acquisitions, was the most significant area of legal practice in terms of revenue in 2006-07, followed by the Intellectual ..
Division 129 of GST Act and implications
by L Strategy - 2011Division 129 of GST Act and implications for input tax credits re merger and acquisition transactions. Issue 6.10 raised by The Tax Institute on 16 May 2011 ..
Discussion Paper - Creeping Acquisitions - Treasury
manner, some mergers can result in significant consumer detriment. Regulation of acquisitions in Australia – competition law. 8. The regulation of acquisitions ..
Submissions: Discussion Paper - Creeping Acquisitions
Policymakers need to distinguish mergers from acquisitions as .. In this modelling framework, the Trade Practices Act 1974 (Cwlth). (hereafter ..
GSTD 2011/D3 - ATO Legal Database - Australian Taxation Office
All of the Legal Database, ATO Decisions (ATO ID & CDS), Law .. in relation to a proposed merger and acquisition transaction that does not ..
DA000.8.1—Mergers, acquisitions and transfers of assets of ..
DA000.8.1—Mergers, acquisitions and transfers of assets of .. or case law (the law) affects the content of a Public Ruling, the change in the law ..
ILSAC's first survey - International Legal Services Advisory Council
ILSAC's First International Legal Services Statistics Survey (2004-05) .. corporate/ merger & acquisition (M&A) (24%); litigation/ international ..
Small Business Friendly Trade Practices Act
- The Trade Practices Act is an important and powerful piece of legislation which provides .. preventing anti-competitive mergers or acquisitions; ..
Australian Securities and Investments Commission - ASIC Speaks ..
On 13 March this year amendments made by the Corporate Law .. The National Coordinator Mergers Acquisitions and Fundraising has the ..
Celebrating30 years
accepted that the effectiveness of the law would depend on ... controls into mergers, monopolies and acquisitions—the Cooney Committee. 1991 The Cooney ..
GSTR 2004/1 - Goods and services tax: reduced credit acquisitions ..
If a reduced credit acquisition is not wholly for a creditable purpose under Division 70 of the GST Act (for example, if it relates to making other input taxed ..
Lands Acquisition - Department of Finance and Deregulation
Lands Acquisition Act 1989 [ External Site ] .. Lands Acquisition (Repeal and Consequential Provisions) Act 1989 [ External Site ] ..
Discussion Paper - Creeping Acquisitions - Treasury
Mergers
and acquisitions2 are important for the efficient functioning of the Australian economy. .. Regulation of acquisitions in Australia - competition law ..
Public Rulings: Duties—Office of State Revenue, Qld
Public Rulings set out the Commissioner's interpretation of the laws that he administers. .. DA000.8.1, Mergers, acquisitions and transfers of assets of financial ..
Mergers and acquisitions - Australian Taxation Office
Law, rulings & policy .. Entities may borrow in Australia to fund international acquisitions .. What do we mean by mergers and acquisitions?
Mergers and Acquisitions - Financial System Inquiry - Treasury
The principal law governing mergers in Australia is contained in s.50 of the Trade Practices Act 1974. This provision prohibits mergers or acquisitions which ..
Australian Securities and Investments Commission - Speeches portal
A speech by ASIC Chairman, Tony D'Aloisio, Supreme Court of Victoria Law ... Mergers & Acquisitions, Australian Securities and Investments Commission, ..
Report on the Legal Services to Government Panel ..
mergers & acquisitions predicted strong growth. Trends in the procurement of legal services. While the legal industry has been buoyed by the economic fortune ..
Mergers and acquisitions - Australian Taxation Office
The Foreign Acquisitions and Takeovers Act 1975 (FATA) gives the .. Sections within 03 Applying the mergers and acquisitions framework ..
The Thirteenth Annual Workshop of The Competition Law and Policy ..
When the Trade Practices Act (1974) was introduced, the mergers provisions of s50 of the Act prohibited mergers or acquisitions, which resulted in a substantial ..
Mergers and acquisitions - Australian Taxation Office
The cost base of an asset is its acquisition cost plus any other capital .. the Corporations Act. A scheme may be used for top-hatting, merger, ..
"Why is it Australia has to be the trend-setter in making life difficult for ..
- Law And Policy for Asia-Pacific. Mergers and Acquisitions in Australia. The Australian Competition & Consumer Commission's Perspective. 14th April 2000 ..
GSTR 2002/2 - Goods and services tax: GST .. - ATO Legal Database
In addition, Division 70 of the GST Act provides that specified acquisitions (reduced credit acquisitions) that relate to making financial supplies give rise to an ..
mergers
of both the competition provisions of the Trade Practices Act as well as their administration. .. 1 Globalisation and mergers and acquisitions activity. 1. 1.1 ..
Press Release - Appointments to the Takeovers Panel [26/02/2010]
Mr David Friedlander - is a mergers and acquisitions and securities lawyer and is consistently ranked as one of Australia's top mergers and ..
Purpose
purposes of the takeover or merger of the upstream body corporate;. (d) the upstream acquisition is by way of a takeover or merger which is legal in the ..
Mergers and acquisitions - Australian Taxation Office
.. and common themes in mergers and acquisitions (M&A) transactions. .. arise; understand how different parts of the law can interact to create ..
Annual Report 2010-2011: Part 5 - Appendix 7
The Tribunal also hears applications for authorisation of company mergers and acquisitions which would otherwise be prohibited under the Act.
See the latest data and charts on Australia's competitive advantages ..
..
Worldwide Announced Mergers & Acquisitions (Page 37); Australia's Total .. the fitness for a particular purpose, or assumes any legal liability for the accuracy ..
Lawyer List - Australian High Commission
Singapore and Australian law; corporate, contract, criminal, family, Singapore .. loans, corporate finance, mergers and acquisitions, company and commercial, ..
CLERP UPDATE
ASIC National Coordinator Mergers, Acquisitions and Fundraising, Richard. Cockburn, said the CLERP Act makes some important changes to the fundraising ..
Overview of informal merger reviews
An informal view by the ACCC not to oppose a merger or acquisition does not provide merger parties with protection from legal action by the ACCC or other ..
