Find Lawyers in Texas, United States for Mergers and Acquisitions Law
Practice Area Overview
A merger or large acquisition is a significant event in the life of a company and its numerous constituencies. It can affect everyone from shareholders, directors and managers to employees, customers and communities.
Mergers and acquisitions lawyers play critical roles in how M&As are evaluated, structured and implemented. Also called business acquisition lawyers and acquisition attorneys, these legal professionals provide useful guidance throughout this complex process.
- M&As in the United States are governed by a dual regulatory regime, consisting of state corporation laws (e.g., the Delaware General Corporation Law) and the Federal securities laws (primarily, the Securities Act of 1933 and the Securities Exchange Act of 1934).
There are three primary types of M&A transactions:
- A merger, which is the legal combination of two separate entities under state law.
- “Stock deals,” which are the purchase of a business through the purchase of the owner or an interest in the owner of the business.
- “Asset deals,” which are the purchase of a business through the purchase of assets. Transactions can involve public or private companies. They may be on a hostile or friendly basis and may entail acquisition of 100% ownership, a controlling interest or a minority stake.
The legal environment for the public company merger and acquisition activity in the United States has changed dramatically over the last several years. This process of change continues apace.
M&A lawyers advise their clients to ensure the transaction is in compliance with federal and state laws. We work with our clients to evaluate the strategy and tactical advantage of a friendly versus hostile transaction.
M&A law firms represent their clients in negotiations on the structure of the deal, perform due diligence and assist with the terms of the contract. An M&A attorney has responsibilities that extend beyond merely negotiating the terms of the agreements. They play a key role across the entire process by which board decisions are made.
This includes board and management counseling throughout the process on legal obligations, evolving corporate governance standards and shareholder relations.
Understanding Mergers and Acquisitions
The mergers and acquisitions M&A practice area relates to two distinct processes that ultimately produce similar results. Namely, the consolidation of two organizations into a single entity.
Mergers refer to the coming together of two previously separate organizations. These combined companies establish a single business name and legal entity that represents their new structure.
Acquisitions involve one business purchasing another. The purchased business may eventually cease to exist as a distinct entity. It is absorbed by the organization that acquired it.
A hostile takeover is an example of an acquisition. However, acquisitions are not always adversarial.
There are a number of reasons why M&As occur. Businesses may want to gain access to innovative technology or intellectual property, among many other objectives.
Acquisitions are more common than mergers. However, the term merger is often used to refer to both processes in casual settings. Acquisitions are sometimes thought of as an aggressive or negative process.
Regardless of which definition applies to your company’s situation, an M&A lawyer can share their knowledge and provide support throughout the process.
The Potential Complexity of Mergers and Acquisitions
M&As involve due diligence, contract preparation and many other often complex processes. Negotiation can also require a significant investment of time and effort.
For very large businesses, the agreement may need to be reviewed by state or federal agencies. On the federal level, the Federal Trade Commission and the Department of Justice regulate this activity.
Similarly, international M&As can add additional layers of complexity to the process.
M&As are not common events for many business owners or decision-makers. However, these activities have very important stakes. They often involve significant financial transactions and substantially change the companies involved.
The best M&A law firms provide guidance throughout this complex workflow. They can offer support and guidance, from reviewing the initial letter of intent to assisting with the post-closing process.
Select a city from the list below to find the best legal talent for your needs.
Cities
Andrew Calder is a partner in the Houston and Austin offices of Kirkland & Ellis LLP where he also serves as a member of the Firm’s Executive Committee. His practice focuses on mergers and acquisitions, corporate and securities law, and corporate governance, with a particular focus on the energy sector. Andrew is recognized in Chambers Global, Chambers USA, America's Leading Lawyers for Business for Energy: Oil & Gas (Transactional) 2015–2022, Corporate/M&A 2016–...
Mr. Chu's practice focuses on U.S. and cross-border M&A, joint ventures, and other strategic transactions for clients ranging from Fortune 500 serial acquirers to private equity funds to high-growth, high-profile technology companies in the United States and abroad. While he has deal experience in a wide range of industries, Mr. Chu's practice is heavily-weighted in the technology sector (including, social media, software, cloud, and data storage). In a scorecard on www.infostor.com, for ...
Michael Considine represents clients in connection with significant corporate events, focusing on mergers and acquisitions, carve-out divestitures/acquisitions, joint ventures and corporate restructurings. He has extensive experience in a variety of industries, including consumer products, energy, manufacturing, professional sports teams, real estate, and software and technology. Michael is a founding partner of the Firm’s Dallas office, which opened in July of 2018. Michael has been re...
Kelly practices business and securities law with a focus on: acquisitions and dispositions of companies and their corporate assets, structuring of partnerships, buy-sell and succession arrangements for closely held businesses, representing both issuers and investors (including institutional investors, family offices and individual investors) in connection with equity financings of privately held companies, representation of start-up and emerging growth companies, structure and formation of ne...
Cliff’s diverse clientele include governmental agencies and a full range of businesses from start-up companies to large corporations in a variety of industries including healthcare, professional services, technology, construction, real estate, oil and gas and publishing. His work encompasses mergers and acquisitions; private equity offerings; venture capital and debt financings; general contracting; and general corporate counseling. Cliff frequently acts as an outside general counsel an...
Both public and private company clients rely on Lane Folsom’s ability to provide practical, business-minded advice on a broad range of corporate matters, including capital markets, business combination transactions, and matters of corporate governance. Lane is a partner in Alston & Bird’s Financial Services & Products Group and a member of the REITs & Real Estate Funds Team. Lane advises public and private companies on a wide variety of corporate matters, including fin...
Managing partner of the Dallas office, Bryan is a nationally recognized REIT attorney who has represented many of the nation’s leading publicly traded real estate operating companies. Sources tell Chambers USA he is one of “the most client-friendly lawyers” and “the best at the business of law.” Bryan is also a member of Nareit's Board Associate Program for the National Association of Real Estate Investment Trusts (Nareit). Please read more here: https://www.wins...
Clients appreciate Don Hammett’s service-oriented and practical approach as he delivers results on all their REIT and real estate fund matters. Don is co-leader of Alston & Bird’s REITs & Real Estate Funds Team. He has over 25 years of experience advising public and private clients on corporate and tax/structure issues related to the formation and financing of REITs, partnerships, funds, and other pooled capital vehicles. He also counsels clients on mergers and acquisition...
Clarke represents a wide array of businesses in many different types of business transactions. For more than 40 years, he has successfully negotiated commercial leases for tenants and landlords, formed venture capital funds for institutional investors, represented management in various transactions involving employment agreements, separation agreements, and various types of equity and phantom equity compensation arrangements. He is committed to providing cost effective, high quality legal ser...
As a former CPA who audited companies for a major accounting firm, Greg Hidalgo has a business mindset that informs every aspect of his legal work. He advises public and private clients on the buying and selling of businesses, as well as on joint ventures and corporate governance issues. In every transaction he handles, he uses his financial experience to ensure that the economics of the deal work in his client's favor. Whether advising on acquisitions, equity financings that fund growth stra...
Tom represents both public and private companies in major M&A transactions, equity and debt offerings and financial restructurings. He has been named a Texas Super Lawyer by Thomson Reuters every year since 2003. Please read more here: https://www.winston.com/en/who-we-are/professionals/hughes-thomas-w.html
Adam Larson is a partner in the Houston and Austin offices of Kirkland & Ellis LLP. Adam’s primary practice areas include mergers and acquisitions, private equity, and capital markets. He has counseled private equity investors, their portfolio companies, and other public and private companies in connection with mergers, acquisitions, dispositions, joint ventures and offerings of equity and debt securities. Adam also advises clients in connection with the negotiation of partnership a...
Thomas Laughlin is one of the founding partners of the Dallas office of Kirkland & Ellis LLP. Thomas regularly represents clients in mergers and acquisitions (including controlling investments, preferred equity and other minority investments, and SPAC transactions), divestitures, joint ventures, debt and equity financings, restructurings and other corporate matters. Thomas has broad experience across many industries, but in particular, he has focused his practice representing clients in t...
Lawrence (Larry) B. Mandala is a member of the Munck Wilson Mandala executive committee and chairman of the corporate law group. He has over 35 years of experience representing public and private companies in a wide range of corporate and business transactions. His corporate finance practice includes private placements, IPOs and secondary public offerings of equity, debt, direct participation and hybrid securities. Larry has extensive experience representing clients in business acquisitions, ...
Gary Miller’s practice includes extensive experience in mergers and acquisitions, capital formation, contract negotiation/documentation, lending, factoring and day-to-day representation of corporations and other business entities. He frequently participates in the organization and financing of business entities, as well as the negotiation and documentation of complex transactions. Special components of Gary’s practice include the representation of United Kingdom-based companies in...
Billy Murphy is an experienced business attorney representing growth companies and investors in venture capital transactions, private equity financings and mergers and acquisitions. Billy also frequently advises start-up and early stage companies with respect to initial formation and financing matters. Billy co-founded the corporate law firm Dwyer Murphy Calvert LLP in Austin, Texas in 2006. Prior to co-founding Dwyer Murphy Calvert LLP, Billy served as the General Counsel of TippingPoint Tec...
Bringing dual advanced degrees in law and public health to her practice, Cheryl Murray steers health care clients through the daunting regulatory and compliance challenges they face. Cheryl previously served as the Chief Legal Officer for one of the largest private equity supported physician practice management companies in the country. She learned the inside perspective on the complexities involved in managing the day-to-day legal issues as they are intertwined with operational and financial...
Randall (Randy) G. Ray is a member of MWM’s executive committee and partner in the firm’s corporate law group with more than 37 years of experience. Randy works on corporate and securities matters for a wide variety of clients, including public and private companies, boards of directors, board committees, executive officers, underwriters, private equity firms, and investors. Randy assists clients with corporate finance through public and private offerings of equity and debt, secur...
Brittany Sakowitz is a corporate partner in the Houston and Austin offices of Kirkland & Ellis LLP, concentrating her practice on mergers and acquisitions and private equity. Brittany advises private equity and venture capital investors, their portfolio companies, and other public and private companies across a broad range of industries, including infrastructure, energy and energy-related services, renewables, technology and digital infrastructure. She primarily counsels clients on public...
Anthony Speier is a corporate partner in the Houston and Austin offices of Kirkland & Ellis LLP. His practice focuses on acquisitions, divestitures and formation of joint ventures involving assets across the energy value chain. Anthony has represented clients in connection with the purchase and sale of a broad range of energy assets, including metals critical to commercial battery production and the EV market, upstream and midstream oil and gas assets and companies, refineries, LNG facili...
Mr. Todd has been assisting parties for over thirty-five years with their real estate and corporate needs, including serving as an outside general counsel. Mr. Todd represents buyers and sellers in commercial real estate transactions including office buildings, multifamily properties, shopping centers, resort facilities, hotel properties and other types of commercial properties. He represents landlords and tenants in commercial lease transactions and has extensive experience in all types of r...
When business owners, boards of directors and investment bankers are tasked with buying or selling a sophisticated business enterprise, they call David Washburn. And should a controversy arise following closing, clients seek David out to fully understand their options, mitigate losses and plan their next steps. Having been recognized as one of the Best Lawyers in America since 2015 and as head of Katten's Corporate practice in Dallas, David is a true legal strategist who brings a passion for ...
John Werner is the Managing Partner of Fishman Haygood. John works in the firm’s Business Section, primarily on financings, including mergers and acquisitions, private equity transactions, and general corporate advice. In private equity, John represents Black Bay Energy Capital, Jefferson Capital Partners, and Enhanced Capital Partners in their investments in various portfolio companies. He also represents numerous private equity funded portfolio companies in their ongoing corporate nee...
Sean T. Wheeler is a corporate partner who represents public and private companies, including private equity firms, in their most complex transactions. Sean’s experience spans the entire range of M&A activity, including strategic mergers, joint ventures, take-privates and cross-border transactions. He also has an active securities law practice, having led more than 40 IPOs and numerous debt and follow-on equity offerings. He has counseled clients across numerous industries, includin...
Wayne B. Whitham has over 30 years of experience in counseling public and closely-held companies and individuals in general corporate, securities, and partnership matters, mergers, acquisitions, dispositions, leveraged acquisitions and recapitalizations, venture capital transactions, securities offerings, financings and joint ventures and similar matters. Mr. Whitham has worked on behalf of clients from a broad range of industries, including manufacturing companies, real estate firms, technol...
Darrell Windham is the managing member of the firm’s Austin office and has forty years of experience representing early stage companies, publicly traded and privately held clients, private equity funds and investors in complex mergers and acquisitions (M&A), strategic joint ventures, capital markets and other domestic and global business transactions. Darrell has experience in a wide variety of industries, including life sciences, medical devices, technology, software and semi-condu...
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