Mergers, Acquisitions and Joint Ventures
Practice Leader: Michael H. Friedman
Mergers and acquisitions are a staple of Pepper Hamilton's corporate transactional practice (Please see a chart of recent mergers and acquisitions handled by Pepper). We routinely advise on structuring acquisitions and dispositions, assist in negotiations and document the transactions. In most such transactions, we work closely with other lawyers in the firm who concentrate in tax, environmental law, employee benefits, intellectual property and other disciplines.
We have represented public companies in mergers requiring extensive securities law compliance, as well as private companies acquiring or selling assets for cash.
Our lawyers also are experienced in helping clients resist or prosecute hostile takeovers, proxy contests and other unsolicited acquisition attempts. Our team for such matters consists of skilled corporate lawyers and veteran trial lawyers with years of experience in the strategies and tactics used in hostile bids, and who are comfortable in the high-stress, high-stakes atmosphere common to such deals. We also have advised many companies on design and implementation of shareholder rights (poison pill) plans, standstill agreements, defensive charter and bylaw provisions, specific strategic and tactical advice, and interpretation and creative use of state statutory anti-takeover provisions.
Many of our corporate clients are technology-oriented and often enter into technology licensing agreements, joint ventures or strategic partnerships. Our structuring of these arrangements often requires creative solutions for integrating business, tax, and accounting considerations while assuring protection to the client's intellectual property.