Mergers & Acquisitions

General description

Mergers and acquisitions is a field of expertise that Lawarton has been developing since our inception, having successfully completed more than 100 transactions with a value ranging from several to several dozen million PLN each. We support each and every stage of the transaction, commencing from transaction structuring, negotiation of a letter of intent or a term sheet, through due diligence audit, to executing the target investment or sales agreement. We also advise on the sale of entire companies or specific blocks of shares or stocks both in the private equity and venture capital market, including on buyouts and transactions for raising capital (seed / expansion / growth capital), at every stage of your company’s development – from the seed or start-up phase to well-developed investments and large companies.

How can we help you?

  • We will develop the transaction structure

  • We will perform vendor/buyer due diligence

  • We will negotiate the terms of the transaction (term sheet)

  • We will prepare transaction documents (e.g. share purchase agreement, investment agreement, joint venture agreement)

  • We will oversee the entire transaction process

  • We will represent before regulatory authorities (e.g. before financial supervisory authorities: the Polish Financial Supervision Authority – KNF)

  • We will provide post-transaction advice (e.g. overseeing the implementation of a recovery plan, implementing recommendations)

Examples of our achievements

  • Completing the due diligence process (legal audit) with regard to a domestic payment institution prior to the acquisition transaction, and then handling the acquisition of 100% of shares in the aforementioned domestic payment institution.

  • Direct acquisition of a mining sector company with a value of PLN 20 million (acquisition of 100% of shares) – conducting the due diligence process of the capital group, transaction modeling, NBO.

  • Direct acquisition (acquisition of 100% of the capital) of a company holding a domestic payment institution license of issued the Polish Financial Supervision Authority (KNF) – structuring, due diligence, accompanying documentation.

  • Carrying out an operation involving transformation, investment and transaction for a group of companies and for an external company and its investors, which simultaneously resulted in: an increase in the granularity of shares in the core company, the acquisition of shares by the core company in other operating companies, a partial buyout of shares in the external company accompanied by the exchange of the remaining shares by the external investors for shares in the core company, while securing the payment of the price for the shares with a pledge on the shares held by the principal internal investor.

  • Direct acquisition with a value of PLN 4 million (acquisition of 100% of shares) for an industry investor from the tourism sector – structuring, due diligence audit, investment documentation (including share purchase agreement, side letters).

  • For an industry investor from the tourism sector: three direct acquisitions with a total investment value of approx. PLN 15 million (acquisition of 100% of the capital), including conducting legal due diligence.

Contact person

partner | attorney-at-law

Wojciech Ługowski

w.lugowski@lawarton.com

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