Mergers & Acquisitions

If your organization is in acquisition mode, you can rely on our lawyers to help secure and document the financing that’s right for your deal. We help acquirers secure access to the necessary capital and can assist in negotiating the terms of your financing.

Because we have an active mergers and acquisitions practice, an integral part of our corporate governance work involves counseling corporate boards, audit committees, and special committees formed to evaluate potential business combinations. If your organization faces any of these situations, it can involve particularly difficult issues of director and officer fiduciary responsibility. We can help you assess the details of the proposed action itself as well as the individual roles of directors in fulfilling these duties.

We offer due diligence and any necessary negotiations on benefit, pension, and compensation plans in acquisition transactions. Business combinations often pose unexpected complications for pension and equity compensation plans, so when you acquire a company, we explain any restrictions that apply to changing, eliminating, or consolidating the target firm’s plans, including issues involving COBRA coverage and Section 409A compliance. We also counsel clients to better ensure that the benefit plans of buyers and sellers comply with the law, are in compliance and are adequately funded – all to keep hidden costs from suddenly appearing after closing.

Although many transactional issues are the same for a wide range of companies, there are unique issues involving certain business sectors in which we have a special focus

If you are the officer or director of a small or emerging venture company, we can help you handle all the details of successful growth strategies through business combinations with established companies. We often assist emerging companies with acquisitions, and leveraged buyouts, as well as with the complex securities, corporate finance, and tax issues these transactions involve.

We regularly create buy-sell agreements for family business owners to meet their tax, business succession, and estate-planning goals. If the eventual disposition of your business is your financial objective, we guide you to the most tax-efficient strategies for a sale, merger, or liquidation.

Hospitals and hospital systems throughout Arkansas rely on our excellent working relationships with state regulatory authorities to secure approval for the business combinations that are essential for competing effectively in today’s health care market. We understand all the applicable competition law standards and work to ensure that your hospital or medical center is properly positioned to avoid investigation or litigation of antitrust claims over the delivery of health care services. When the parties to the transaction are both for-profit and non-profit entities, our lawyers coordinate the multiple benefits plans of affiliated entities to ensure that all necessary distinctions are made between taxable and tax-exempt operations.