Acquiring shares in an incorporated company is one of the ways to carry out investments, whether through the acquisition of a minority stake or of the controlling one. In any case, such transactions can be made directly or indirectly, through a third company or an investment vehicle.

Another way to expand a business, make it more profitable or reorganize it is through mergers of different companies that share a similar visions or purposes.

They can also be channeled through asset or goodwill transfers.

In general, all these transactions require intense negotiations to define their terms and conditions.

In most cases it is also necessary to carry out a legal audit of the company (due diligence processes), assets or goodwill subject to the transaction, in order to establish what its conditions are from a corporate, contractual, labor, regulatory, environmental, judicial, intellectual property point of view, among other aspects to be considered and as applicable.

In shares acquisitions and mergers transactions it is usual to also negotiate the rights and obligations of the shareholders as from the entry of the acquirer or investor, or the merger, through shareholders agreements that require an extensive negotiation.

LCM&G has extensive experience in this type of transaction, having participated in numerous share transfer agreements, legal audits (due diligence processes) and company mergers.

We have actively participated in the preparation and negotiation of contracts, guarantees (trusts, escrows, pledges, mortgages and so forth), shareholder agreements and claims for hidden liabilities, to name just a few of the issues that normally arise in these types of transactions.