Wargo French

Distinction with a Difference

Mergers and Acquisitions

Wargo French attorneys assist clients in structuring, negotiating and executing complex mergers and acquisitions, joint ventures and strategic business combinations as well as conducting due diligence review for such transactions, which include:  

    • Advising clients on letters of intent, memorandums of understanding, term sheets, purchase agreements and related documentation for privately held and publicly traded clients regarding acquisitions and dispositions of operational assets, real property and intellectual property.
    • Representing buyers and sellers in private multimillion-dollar acquisition and divestiture transactions, including structuring the transactions, undertaking due diligence, and negotiating and drafting the documentation for the transactions.
    • Advising clients on effectuating national acquisition strategy of target companies, including, without limitation, implementation of on-boarding and corporate policy compliance review of target companies.
    • Advising clients on strategies for effectuating the acquisition of, or investment in, distressed assets.
    • Counseling clients regarding structure and formation of joint ventures, including, without limitation, drafting and negotiating organizational and definitive agreements for joint venture arrangements. We have represented clients in joint venture arrangements in the health care, pharmaceutical, chemical and technology industries.
    • Advising clients on merger transactions, including the mergers of subsidiaries into parent companies to effectuate tax strategies.
    • Representing clients in re-purchase of shares of stock from shareholders, including, without limitation, drafting re-purchase agreements and advising clients regarding process for requesting shares from shareholders.
    • Representing clients in internal re-organization and stock issuances and transfers, including, without limitation, preparing and reviewing resolutions authorizing such ownership transfer and internal re-organization.

 

In addition, Wargo French has represented clients in negotiating and drafting stock, asset and membership interest purchase and sale agreements and related documentation for such transactions.  Below is a sample of our representative matters in the mergers and acquisitions area:

    • Represented international pharmaceutical company in internal re-organization and stock issuances and transfers.
    • Represented national fast-food franchisor in sales and dispositions of company-owned stores and related equipment, technology, cash and real property.
    • Represented national fast-food franchisor in purchases of franchised stores from franchisees.
    • Represented national snack food provider in purchases of multiple distribution businesses, including distribution businesses in financial distress, and related equipment and technology.
    • Represented international packaging manufacturer in purchase of food packaging intellectual property and technology.
    • Represented telecommunications provider in strategic initiatives relating to investment in industry disruptive technology, including purchase of stock in developing technology companies.
    • Represented telecommunications and media services companies in acquisition of strategic and customer-facing technology solutions and related equipment.
    • Represented telecommunications and media services companies in handling acquisition and sale of telecommunications equipment and fiber optic network assets.
    • Represented media advertising company in re-purchase of shares of stock from shareholders.
    • Represented majority owner of transportation and logistics company in ownership restructuring transaction.