M&A
Buying and selling companies are the decisions with the longest aftermath. An incorrectly structured transaction can bind the parties for years — in the form of liability, hidden obligations and disputes over warranties. We represent both buyers and sellers and know the priorities on both sides of the table. Our advice begins as early as possible — and does not stop at signing.
When to seek
advice
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You are considering selling your company within the next 1–3 years and want to ensure the structure is sale-ready in good time.
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You have received an approach from a potential buyer and want to know what a structured sale process involves — and what you should not accept.
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You want to acquire a competitor, a supplier or a start-up — and need legal due diligence and transaction structuring.
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You are raising capital and need to understand what investor rights, dilution and governance terms actually mean for your ownership.
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You are considering a merger with a collaboration partner and want an independent assessment of risks, structure and integration.
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Your company is post-closing on an M&A transaction and a disagreement has arisen over warranties or earn-out calculation.
What we work with
For buyers: identification and assessment of the target company. For sellers: prepared sale materials, data room and a strategy that maximises sale price and minimises post-closing liability.
The commercial and legal framework for the transaction is set early. We make sure the LOI does not bind you unnecessarily — and that what needs to be protected is protected from the start.
Legal review of the target company: contracts, employees, IP, regulatory matters and latent risks. We identify the risks that do not appear in the accounts — and price them.
Share deal vs. asset deal, tax optimisation in cooperation with the auditor, holding structure and financing design. The structure shapes the tax burden and liability for years to come.
Share purchase agreement with warranties, limitations of liability, non-compete clauses and earn-out mechanisms. We negotiate hard on what carries commercial weight — and weigh the risks clearly.
Transfer of employees, licences, property and rights. Post-closing advice on warranty claims, earn-out disputes and integration challenges. We are present all the way through.
How a transaction unfolds
A well-planned M&A process minimises risk and maximises value. We coordinate the process closely with auditors and financial advisers, ensuring momentum and clarity at every step.
What sets our approach apart
We understand the dynamics of a transaction — not only the legal side. Our advice is always oriented towards the commercially optimal outcome, not towards avoiding every risk.
Capital raising, investor onboarding and exit processes are part of our daily work. We know the particular dynamics and priorities of early-stage and growing companies.
We work closely with auditors and financial advisers to ensure the legal and the financial fit together precisely and consistently.