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Transaction Timeline of an Acquisition

Happy Friday! The number one question I've received over the last few weeks is what the transaction timeline looks like and how Dean Street Law supports our clients through the transaction timeline. We just put the finishing touches on our DSL Guide on the Timeline of an Acquisition. Here's a quick synopsis:


Dean Street Law card on desk


PHASE ONE – STRATEGY DEVELOPMENT

Identify your immediate, short-term, and long-term goals. In addition, it is helpful to develop a guideline of parameters with respect to deal size, financing opportunities, the desired end business structure, and who will be involved in the transaction. DSL will help you (i) understand deal structure and financing opportunities and (ii) develop the best strategy, corporate structure, and deal structure to meet your immediate, short-term, and long-term goals.


PHASE TWO – PRE-SEARCH AND SEARCH

PART ONE: FORMING A SEPARATE LEGAL ENTITY:  Create a separate legal entity to protect you from liability. We have a guide on entity selection and can walk through the pro's and con's of each and select the best for you. The guide includes information on fundraising and fund formation as well and how that impacts the legal structure.

       PART TWO: CONTRACTS DURING THE INITIAL SEARCH PHASE: There are two primary contracts you'll encounter during the initial before the letter of intent, indications of interest and non-disclosure agreements.


PHASE THREE – IDENTIFICATION OF A POTENTIAL ACQUISITION

The Letter of Intent is an agreement that describes the acquirer’s non-binding intent to purchase a business and sets forth the material terms of that proposed acquisition. Template letters of intent may not be adequate to create a pathway of success leading to a smooth closing. Many deals fall through due to a failure to fully discuss material terms at the letter of intent phase of the transaction. We can help you draft a thorough Letter of Intent, which can solve this issue by aligning the parties on material terms that the Asset Purchase Agreement or Stock Purchase Agreement will need to include.


PHASE FOUR – DUE DILIGENCE

Based on the particulars of the target company, Dean Street Law will draft a comprehensive due diligence request list for legal, financial and business due diligence and complete the legal due diligence to identify any potential threats or issues that were not previously clear and verify information relevant to the deal.


PHASE FIVE – NEGOTIATION AND DRAFTING OF PRINCIPAL AND ANCILLARY DOCUMENTS

Based on the nature of the target company and the transaction, we identify the appropriate principal and ancillary transaction documents that need to be prepared for the transaction. We recommend our clients offer to provide initial drafts so that we know the initial drafts will be fair and represent our clients well. This is very important to maintain momentum in the transaction and to achieve the best possible outcome.


PHASE SIX – PREPARATION FOR CLOSING

We provide a comprehensive closing checklist based on the target company and the specific transaction. We can lead weekly or biweekly status calls to progress the deal forward in a meaningful way. In addition, we're running down all the things to cross all the t's and dot all the i's so we can close in the anticipated timeline and provide a seamless transition to operation.


PHASE SEVEN – CLOSING

Smooth sailing is the name of the game here. Everything is ready, executed copies are compared to final approved agreements, and we get everything ready to release executed agreements from escrow before the celebrations can begin.


PHASE EIGHT – POST-CLOSING

We prepare a closing binder for easy future reference and access and complete any filings or post-closing matters necessary.


PHASE NINE – OPERATIONS

In addition to mergers and acquisitions, we also support our clients with day to day business needs that may arise as they are operating their business. We can serve as outside counsel on a project-by-project or retainer basis or act as a fractional Chief Legal Officer or General Counsel with respect to corporate, contract, and non-litigation business matters. We support our clients in finance, real estate, commercial transactions, contracts, compliance, intellectual property, corporate governance, and similar corporate law matters.


PHASE TEN – EXPANSION

We work with our clients on future projects at discounted rates whenever we can utilize prior work to apply to the future transactions.

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This is our full-scale white glove service, and we are happy to discuss scaling it back and/or tailoring it to the needs of our clients and their transactions. To download the full transaction timeline, you can click here.


Hope you have a great weekend!


Laura

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