Mergers & Acquisitions

Buying or selling a participation in a company does not happen by itself. It requires a coordinated multi-disciplinary approach led by professionals. PwC Legal is there to support you in this respect.

What are your challenges

Structuring your M&A deal in the most appropriate manner
Opting for the right mechanism to determine the purchase price
Identifying the key legal risks associated with the target's business in order to prevent or mitigate them appropriately
Agreeing on relevant and tailored representations and warranties, as well as on an efficient indemnification mechanism
Pave the way for a successful long term shareholders' relationship, with appropriate exit solutions when appropriate
Avoiding any deadlock situations detrimental to the business as a majority shareholder or protecting your legitimate interests as a minority shareholders
Mitigating the risk of litigation in connection with your M&A transactions

How we can assist you

Our M&A team has extensive experience in negotiating in a pragmatic and commercially sound manner the full range of domestic and cross-border M&A transactions, from LOI to Closing, including:

the drafting and negotiation of non-disclosure agreements, letters of intent, memorandum of understanding, binding offers, term sheets
the performance of full legal due diligence on any type of business, in close collaboration with the non-legal advisors and internal teams of the client
the drafting and negotiation of share purchase agreements or asset purchase agreements (including customary representations and warranties and all customary ancillary M&A agreements)
the drafting and negotiation of subscription agreements, contribution agreements or investment agreements more generally

the drafting and negotiation of complex shareholders’ agreements
the creation of management incentive plans
the implementation of domestic and cross-border mergers and demergers
the implementation of transfers of assets, transfer of line of business, transfer of universality
the resolution of any litigation in connected to any M&A processes

PwC Legal is ranked in the practice both in Chambers and Partners Europe (Band 4) and The Legal500 (Band 2).

"The legal team works closely with the PwC tax practice and the other PwC groups. This unique interaction makes for a seamless process when implementing reorganisations, acquisitions, divestitures and other highly technical projects."

Legal 500, 2021

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Contact us

Catherine Baflast

Managing Partner, Avocat à la Cour au Barreau de Luxembourg, PwC Legal

Tel: +352 26 48 42 35 36

Jean-Philippe Smeets

Partner, Avocat à la Cour au Barreau de Luxembourg, PwC Legal

Tel: +352 26 48 42 35 63

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