Acquiring an interest in an existing company is one way of carrying out investments, whether by acquiring a minority stake or one that grants control. In either case, it can be done 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 between different companies that share a similar vision or objectives.

These may also be carried out through the transfer of assets or of a business (going concern).

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

In most cases, it is also necessary to carry out a legal audit (due diligence) of the company, assets or business being acquired, in order to establish its status from a corporate, contractual, labor, regulatory, environmental, judicial and intellectual property standpoint, among other aspects to be considered, as applicable.

In the case of share transfers and mergers, it is common to negotiate the rights and obligations of shareholders following the acquisition, or once the merger has taken place, through agreements that require extensive negotiation.

LCMG&B has extensive experience in this type of transaction, having participated in numerous share purchase transactions, legal audits (due diligence) and company mergers.

We actively participate in the preparation and negotiation of contracts, guarantees (trusts, escrows, pledges, mortgages, etc.), shareholders’ agreements and claims for undisclosed liabilities, to name just a few of the issues that typically arise in these transactions.