Mergers, Acquisitions, & Strategic Alliances

Growing companies don’t just need lawyers – they need strategic business advisors who possess an understanding of key business drivers and are equipped with the focus and skill necessary to protect their clients’ best interests.

We have extensive experience representing both sellers and buyers of businesses, which allows us to bring efficiency, focus and a high degree of skill to the transaction process. Our continual transaction flow enables us to retain cutting-edge knowledge of “what is market” in the negotiation of the deal terms and management of the process. We ensure that our transaction teams understand and address the underlying tax, accounting and financial objectives of our clients, which often drive these transactions. Since we regularly work with some of the largest global corporations, we respect the relationship between in-house counsel and their internal clients, providing additional resources and in-depth experience as requested to facilitate in-house counsel in fulfilling their mission.

HIGH INTELLECTUAL PROPERTY CONTENT

Our corporate lawyers work together with our intellectual property lawyers on all transactions where intellectual property is central to a deal. The multiple methods of acquiring, protecting and exploiting intellectual property assets – especially across national boundaries – present unique issues that need to be addressed in transactions involving the acquisition or monetization of intellectual property assets. We collaborate to assess the strength of the intellectual property portfolio in question, identify potential defects in the prosecution history, gaps in coverage, and freedom to operate and infringement issues. We also frequently recommend options for more effectively protecting these core assets.

CROSS BORDER

Many years of handling international deals through our offices in the U.S., Europe and Asia, along with our extensive network of international correspondent lawyers, give us an advantage in cross border transactions. We manage transactions throughout North America, as well as in most countries in Europe, Asia and South America. We regularly advise multi-national corporations on tax planning and structuring in connection with multi-transactional acquisitions, divestitures and joint ventures.
JOINT VENTURES & STRATEGIC ALLIANCES

Companies often look to enter new geographic or product markets through joint ventures or strategic alliances rather than by acquisitions or organic growth. Joint ventures and strategic alliances can allow the parties to benefit from their respective technologies, geographic presence and core competencies without the costs of internal development or external acquisition, while mitigating some of the risks of “going it alone.”

We represent clients in the formation of domestic and international joint ventures and strategic alliances in a variety of industries, including telecommunications and cable, media, financial services, manufacturing, food and beverage, healthcare and pharmaceuticals. Our clients have included parties with financial resources or technical expertise teaming with a local partner to access a new market, as well as incumbent businesses seeking external partners to provide growth capital or access to cutting edge products and technology. We have also advised clients in numerous technology pooling and joint development agreements, where the parties combine their existing intellectual property or R&D efforts to develop and exploit new products and technologies. We also advise on structural and tax planning issues, and assist clients in developing workable governance mechanisms for the venture or alliance. We are well-versed in the antitrust and competition law issues raised by such alliances when the parties are actual or potential competitors in other markets.

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