Mergers & Acquisitions

Munsch Hardt attorneys handle a full range of merger and acquisition activities — from large public mergers to medium and small private acquisitions and dispositions — for public and private companies. Our clients are engaged in virtually every industry including high technology, telecommunications, manufacturing, entertainment, banking, financial services, health care, retail service and energy. We represent buyers, sellers, investors, shareholders, boards of directors, special committees of boards of directors and financial advisors in structuring, negotiating and consummating complex business combinations and financing transactions.

Our attorneys are experienced in all aspects of purchase and sale transactions including structuring, financing, due diligence, contract negotiation and consummation of the transaction. We provide assistance to our clients through an interdisciplinary group of attorneys from other sections within our firm including attorneys concentrating in intellectual property, employee benefits, tax, creditors' rights, real estate and litigation matters. In each transaction, the group members participate, as appropriate, in various phases of the deal, from due diligence to preparation and negotiation of the contract, to the closing. Our work encompasses all types of business combinations and financing transactions and includes:

Negotiation of transactions including tender offers, mergers, spin-offs, leveraged buyouts and recapitalizations, and significant corporate investments
Acquisition and dispositions of public and of privately held companies
Friendly and hostile takeovers
Going private transactions
Defensive planning and restructuring
Advice to boards of directors and special committees with regard to their fiduciary duties in takeover situations

Representative Deals & Suits

Representation of a developer in the acquisition of a large footprint wind rights farm development in Wyoming.
Representation of the management team in its sale of a public telecommunications software company to Oracle.
Representation of a private restaurant company in its buyout of a public company's investment in the client.
Representation of a holding company's reorganization involving a combination of two separate restaurant concepts under a single holding company.
Representation of a private distributor of industrial equipment in its sale to a public manufacturer.

Representation of a buyer of an $80 million horse racing track and its related facilities.
Representation of a private manufacturing company in its $85 million leveraged recapitalization.
Representation of a private software company in its acquisition of stock of a private software company in Europe.
Representation of a software company in its sale to a public company.
Representation of a public company in its attempt to acquire a public satellite television company.
Representation of an automotive parts distributor in its sale for cash to a public company.
Representation of a communications company in its sale to Motorola, Inc.
Representation of a chip technology company in its sale to a public company.
Representation of a domestic company in its acquisition of a public Canadian cable company.
Representation of a domestic public company in its acquisition of a European company for cash and stock.
Representation of a software development company in its $115 million merger/sale to a public software applications company.
Representation of a Houston, Texas based public company in its merger involving in excess of $200 million of securities.
Served as a member of the Special Committee of the Board of Directors in negotiating and completing its $8.3 billion CDN merger of Teleglobe, Inc. (NYSE:TGO) with BCE, Inc. (NYSE:BCE).
Representation of a public company having a value of approximately $600 million in a merger/sale to another public company.
Representation of a company in its merger with a public company involving in excess of $45 million of securities.
Representation of a public company in its merger with another public company involving in excess of $1 billion of cash and securities.
Representation of a private company with 100 shareholders and in excess of $250 million venture investment in its merger/squeeze-out with a public company.
Representation of a management team in its sale of a public aerospace parts distribution company to Boeing.
Representation of a public telecommunications parts distributor in its sale to another public company.
Representation of a public utility company in its sale and going private transaction with a private equity group.
Representation of a toy distributor in its sale to financial buyers with an earn out.
Representation of a public company in its sale to a General Electric Company subsidiary.
Representation of a United States public company in its initial preferred stock investment in a United Kingdom company traded on the London Stock Exchange (LSE), and subsequently, the United States company in its takeover bid for the entire company.
Representation of an advertising company with two founders in its sale to a public company with an earn out.
Representation of i2 Technologies, Inc. in its attempted merger with JDA Software Group, Inc. and the collection of a $20 million termination fee.
Representation of a German company in its acquisition of a peroxide manufacturing company.
Representation of i2 Technologies, Inc. in its completed merger with JDA Software Group, Inc.
Representation of a private engineering service business with several founders and a small number of equity and option holders in its sale to a public company.
Representation of a full service commercial mortgage servicer and real estate asset manager in the configuration and launch of an employee incentive partnership such that the entity is viewed as a partnership under United States tax laws.
Representation of a Special Committee of Directors for a publically traded limited partnership as counsel in the acquisition of a refinery from an affiliate of the General Partner.
Representation of a private technology company with two founders and approximately 30 equity and 20 option holders in its sale of the business to a private equity firm.
Representation of a wireless information technology consulting company in the sale to a foreign purchaser.
Representation of an information technology infrastructure management software company in its sale to a public purchaser. The transaction involved intellectual property acquisition issues.
Representation of a digital and analog technology designer and supply company in several bankruptcy acquisitions.