M&A

Exploiting synergies,
reaping success.

Mergers & Acquisitions is one of GSK Stockmann’s core competencies. Around half of our internationally experienced lawyers regularly work on transactions of all sizes. Our experts embrace the most complex M&A transactions and address the concerns and requirements of every aspect of your deal. We apply a 360-degree approach, guiding and overseeing the entire transaction, bringing together the right teams and offering solutions tailored to every situation to ensure we deliver the best result. This is key to delivering a successful M&A process, in particular with regards to private equity and real estate transactions. 

We regularly advise our clients on the full range of public and private transactions from domestic and cross-border acquisitions and sales, mergers of medium-sized and larger national and international companies through to listed corporations. Our transaction volumes typically range between €10 million and €500 million. Driven by our clients’ needs, we also work alongside selected law firms abroad to assist us with large, multinational transactions in multiple jurisdictions. 

Key areas of expertise

We advise clients on M&A transactions in a wide range of sectors and markets. Our deep sector knowledge covers areas including the automotive, health, energy and real estate sectors. We also have a strong track record advising companies in banking and finance and the IT industry on acquisitions, sales and joint ventures.

Moreover, we are equally familiar with the financial aspects of a specific transaction and the common business models of the target companies. 

The first phase of a transaction should be implemented together with a team of strategic advisers. Carefully drafted and negotiated preliminary contracts serve as the cornerstone for a quick execution and increase the likelihood of a successful closure. 

We advise the seller on the complexity of the bidding process organised by them. Our services include taking the lead in all communication with various prospective buyers, supporting the legal Q&A process on the seller’s side, and negotiating transactions simultaneously with multiple bidders. 

One of the cornerstones for a successful company acquisition is a due diligence prepared with an understanding of the material issues in all relevant fields of law, from corporate, labour or IP/IT law to data protection and digitisation, customer and supplier relationships, property law and tax law or regulation topics. We identify and assess the associated risks and develop strategies to avoid them. Our principal concern here is successful management of the process interfaces across different fields of law and the client’s different advisers (for example financial, insurance and technical etc.). 

A vendor due diligence exercise is also often useful for the seller to eliminate any stumbling blocks early on and bring the transaction to a close more quickly. 

By prioritising the objectives, the entrepreneurial opportunities and the potential risks to be avoided, we develop a deal structure with our clients, working hand-in-hand with our experts in taxation and finance and in some cases using our expertise in regulated sectors to generate noticeable added value. 

The core element of every M&A deal is the share purchase agreement. With a thorough understanding of the entrepreneurial objectives that are being pursued in the deal, we implement the proposed transaction structure in well-negotiated contracts. 

In cooperation with our capital market experts, we advise on complex transactions involving listed companies. We have long-standing expertise in disclosure requirements and on the special requirements of capital market law. Our transaction and capital market teams also offer advice on public takeovers and squeeze-outs. 

Our experts have extensive experience in this area and are familiar with the special aspects of M&A transactions in venture capital and private equity. 

Acquisitions of distressed companies facing insolvency have unique characteristics – we support you in assessing and hedging the economic risks involved. Our extensive experience ensures quick implementation solutions, even under time pressure. In addition, our restructuring experts can rely on an excellent network of insolvency managers and restructuring advisers. This allows us to develop constructive solutions through dialogue. 

In M&A transactions involving the public sector, having a thorough knowledge of the complexities and challenges of this area of law is a must. This includes public procurement law, budget law, the respective investment policies of the states and responsibilities of public administration, together with certain specific approval requirements that must be complied with. After many years of advising clients in the public sector, we are not only very familiar with the regulatory landscape, but also know our clients’ political environment and the many political factors affecting business. 

© GSK Stockmann 2020