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Business Transactions

Business transactions involve the acquisition and disposition of companies.

Ohio Mergers and Acquisitions

Mergers and Acquisitions (M&A) are the consolidation of companies through various transactions, which could be a combination of the companies into a single entity (merger) or the purchase of one company by another (acquisition). M&A is a technical process that requires extensive experience. Our legal guidance facilitates a smooth M&A process, as we pay extra attention to key details such as deal structure, due diligence, negotiation, and drafting of the deal doc. We work closely with our clients to understand and achieve your intended objectives within the bounds of the law while minimizing legal and financial risks.
Regardless of which side of the negotiations a business owner is on, a business attorney can help them navigate mergers and acquisitions to ensure due diligence has been done, assist with negotiations, and draft or review contracts. An attorney can also assist with post-closing integration, restructuring, and dispute resolution. Additionally, a business lawyer can help ensure that the newly-formed business is in compliance with regulations they were subject to before the deal as well as any new regulations. They can also assist with transitioning assets and personnel, and that intellectual property rights, employment contracts, and other things are smoothly transferred.

Our Services Include:

Transaction Structuring

We help clients formulate and structure transactions to achieve strategic objectives like tax optimization and risk management.

Due Diligence

Our team of experts conducts extensive reviews of the target company's financial, legal, operational, and regulatory status to identify and circumvent potential risks.

Negotiation

We handle the negotiations of the legal terms for you, helping you get the best deal possible.

Contract Drafting

We handle memorializing the deal in the deal document, either by drafting the deal document for you, or by marking-up the other side's paper.

Regulatory Compliance

We advise on compliance with relevant laws, regulations, and industry standards, and assist with obtaining necessary approvals and clearance to facilitate a smooth transaction.

Post-merger Integration Counsel

We guide you on matters after the merger to ensure seamless integration of the merged entities, maximizing the deal's value and minimizing disruptions.

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Types of Transactions We Handle

1
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Mergers

This is a combination of two or more companies into one company.

2
Acquisitions

In an Acquisition, one company subsumes another by acquiring a significant percentage of its assets, liabilities, and securities.

3
Asset Purchases

The acquisition of specific assets, such as equipment, property, or intellectual property, from another company rather than acquiring the entire company.

4
Divestitures

This entails selling part of a company's assets or business division to another company. It may either be a sell-off( sale of assets to another company), a spin-off (sale of a unit/ department to another company), or a split-up (a company devolving into multiple entities and ceasing to exist).

5
Joint Ventures

This is a strategic partnership between two or more companies combined to achieve specific business objectives and share resources, risks, and rewards.

6
Leveraged Buyouts

A leveraged buyout involves acquiring a company through debt to generate high returns through financial restructuring. The company secures a loan with its assets, which are acquired without altering its financial position.

Critical Stages of the M&A Process

Planning

When first contemplating a transaction, planning involves various acts done prior to commencing the transaction. Such acts include defining strategic objectives and conducting initial feasibility studies.

Valuation and Financial Analysis

At this stage, we determine the target company’s financial value, analyze performance, and collaborate with other professionals in review of the economics of the contemplated transaction.

Due Diligence

Our dedicated team conducts a thorough review to further inform the deal terms and identify any issues that may affect the valuation.

Negotiation and Drafting

At this stage, we discuss and work towards an agreement on finances, leadership, and every other key detail of the transaction.

Closing

Closing involves full execution of the deal document, as well as taking all necessary steps to transfer ownership and control.

Ohio Mergers and Acquisitions Attorney

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Legal Considerations in M&A

Legal considerations in M&A include the laws and legal doctrines that must be considered before and during an M&A transaction. The nature of the transactions carried out during an M&A implicates various areas of the law that must all be adhered to to ensure legal compliance and stability.

Corporate Governance

Corporate governance is a system of rules and processes by which a company is controlled. When conducting M&A, the relevant code of corporate governance and its rules must be followed to ensure compliance.

Antitrust and Competition Law

Antitrust laws protect businesses by ensuring a balanced market and fair competition. They prevent unfair monopolies and provide healthy competition among businesses in the marketplace. Antitrust and competition laws must be complied with when executing an M&A transaction. Failure to follow antitrust and competition laws will result in severe penalties at the federal level.

Securities Regulations

Securities regulations such as the SEC rules regulate the buying and selling of company securities and prevent practices such as insider trading.

Employment and Labor Issues

It is important to strictly adhere to labor laws regarding employee contracts and benefits, among other issues resulting from the merger or acquisition.

Intellectual Property Rights

Protecting IP rights is pertinent, and issues such as their transfer must be considered before the M&A.

Tax Implications

We provide counsel on compliance with tax laws and regulations, and structure the deal to legally minimize taxes.

Benefits of Our Services

Risk Mitigation

Our team can provide various options that mitigate the risk you would ordinarily face in M&A transactions.

Strategic Guidance

The M&A process is often complicated, and knowledgeable legal guidance is necessary to navigate it successfully. We can offer efficient, practical guidance on how to execute the process efficiently.

Efficiency

Our experience has helped us develop efficient ways of achieving desired results.

Effective Advocacy

We work tirelessly to help you get the best deal value as an acquiring or acquired business.

Ohio Mergers and Acquisitions Attorney

Connect with Rhodium Law today to navigate the complexities of small business mergers and acquisitions. We are here to guide you every step of the way and help you achieve best outcomes for your business.

Why Choose Us?

Experienced

Our team has experience with business transactions, and can serve as a trusted guide.

Multidisciplinary Knowledge

Our team includes people who have worked in some of the areas of the law related to business transactions, and we are experienced in collaborating with other subject matter experts.

Client-Centric Approach

Our clients are the center of our practice. We provide a high-touch service so that you receive personalized recommendations based on your specific needs.

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Rhodium Law, LLC is an estate plannning and elder law firm serving clients in Greater Cleveland and throughout the State of Ohio. We assist individuals and families to STRATEGIZE, SECURE their legacy, and help their golden years SHINE bright.
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