Mergers & acquisitions
Ember and Szarvas Law Firm - Correspondent law firm of Deloitte Hungary
Our lawyers assist either the buyer or the seller during the entire process of evaluating a target, conducting negotiations, concluding agreements and implementing the sale / acquisition.
Structuring
Analysis and validation of the proposed transaction structure, particularly in less straight-forward deals; identification of risks, design or confirmation of a certain approach, advise on legal aspects to be taken into account; cooperation with tax colleagues ensures validation and optimization of structure from both perspectives
Pre-contractual documentation
Letter of intent, memorandum of understanding, term sheet: review of the business proposal initiated by the client and advising on the structure proposed in the letter of intent; legal assistance in negotiating and concluding this more precise and detailed document, in which parties may assume binding obligations and commit on various aspects.
Due diligence and analysis
Thorough investigation of the legal affairs of the target, with emphasis on specific areas; different levels of details, from descriptive report to highlighting of findings; analysis of findings and assessment of their impact of the transaction; design and implementation of solutions to findings, including revisiting the deal structure; distinct, multi-disciplinary approach integrating finance, tax and legal analysis within the business logic of the transaction.
Financing
Working closing with financial advisors who are helping buyer obtain financing, finding a secured manner for paying the price, solving finance issues of sellers; designing solutions, negotiating with the bank, preparing or reviewing banking documentation and administering the logistics of the process.
Share purchase agreement
Preparation, negotiation and conclusion of the share purchase agreement addressing all the issues identified during the due diligence process and accommodating efficiently the agreed structure; process implies negotiation of both business and legal matters.
Others
Each transaction is different, and while experience with similar deals is a major advantage, one should expect that each acquisition will raise specific legal issues, which need to be considered in the context of that particular transaction.
Material on this website is © 2012 Deloitte Global Services Limited, or a member firm of Deloitte Touche Tohmatsu Limited, or one of their affiliates. See Legal for copyright and other legal information.
Deloitte refers to one or more of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee, and its network of member firms, each of which is a legally separate and independent entity. Please see www.deloitte.com/about for a detailed description of the legal structure of Deloitte Touche Tohmatsu Limited and its member firms.