PUBLIC COMPANY ACQUISITIONS (INCLUDING SPACS AND DE-SPACS)

Our M&A lawyers advise bidders and target companies on a wide spectrum of public M&A transactions, including friendly and hostile transactions, schemes of arrangement, statutory mergers and takeover defences. Our team in the Crown Dependencies frequently works on public-to-private transactions subject to the City Code on Takeovers and Mergers. Our corporate teams have extensive experience in acting on all aspects of special purpose acquisition company (SPAC) and de-SPAC transactions having worked on a number of high-profile deals in the market.

We provide M&A legal services and advice to public companies, listed company boards, financial advisers and bidders. We also work alongside other international law firms as part of a wider advisory network. SPAC demand has traditionally been from US-based investors however we are starting to see a shift. In particular, in Asia with the growth of Asia Sponsors, we are seeing increasing demand from Asia-based investors.

Our leading M&A lawyers advise on some of the largest cross-border and strategically significant public deals on all of the world’s leading stock exchanges. We understand the special considerations that apply to transactions with listed companies. As a firm which has been involved in many of the recent Asia sponsored SPACs as well as a large number which are currently ongoing at various stages of submission, our team of mergers and acquisitions lawyers are uniquely placed to assist on both SPAC and de-SPAC transactions.

PRIVATE ACQUISITIONS

Our team advises on a wide range of acquisitions of controlling stakes in private companies across all sectors, including financial services, insurance, technology, telecommunications, healthcare and pharmaceuticals, real estate, aviation, crypto assets, life sciences and gaming.

As experts in mergers and acquisitions law, we provide M&A legal services and act both buy-side and sell-side for the full range of stakeholders, including major private equity and venture capital funds, listed companies (including FTSE 100 and Fortune 500 companies) making strategic acquisitions, financial services businesses, tech companies, other large privately-owned businesses and investment companies and high net worth individuals/angel investors.

Our leading M&A lawyers advise on some of the largest, most complex and strategically significant private acquisitions and are vastly experienced across all sectors. Many of our offices are located in highly regulated international financial centres, so we are intimately familiar with the change of control processes for regulated target companies in our jurisdictions, and we have very strong working relationships with our local regulators.

PRIVATE EQUITY BUYOUTS AND INVESTMENTS

Our team of private equity buyout lawyers advise on a wide spectrum of transactions, including traditional buyouts, public takeovers, co-investments and minority investments.

We are privileged to count almost all of the leading North American and European private equity firms among our clients, with our experienced mergers and acquisitions team understanding the unique perspectives of private equity investors and the rapid response times that private equity sponsors expect.

We have a lot of experience of advising on the change of control processes for regulated target companies in our jurisdictions and the unique challenges that are often faced by private equity sponsors in these situations. Our unique global footprint which includes Bermuda, the British Virgin Islands, the Cayman Islands, Guernsey, Hong Kong, the Isle of Man, Jersey and Mauritius means our team can execute the desired commercial results seamlessly to meet our clients’ needs when it comes to international transactions.

GROWTH AND VENTURE CAPITAL INVESTMENTS

Our M&A lawyers advise on a wide spectrum of growth and venture capital transactions, using both National Venture Capital Association (NVCA) and British Private Equity & Venture Capital Association (BVCA) model documents as well as more bespoke documentation.

We are privileged to count a large number of venture capital firms among our clients. We also act for high net worth individuals and other angel investors.

Our leading M&A lawyers understand the unique perspectives of early stage investors and what they expect from their external legal advisers.

EQUITY FUNDRAISINGS

Our team is experienced in fund raisings for businesses at all stages of the business cycle, from growth and venture capital transactions, using both NVCA and BVCA model documents as well as more bespoke documentation, to share issuances by more mature companies.

We act for companies at all stages of the business cycle and across all sectors, including financial services, insurance, technology, telecommunications, healthcare and pharmaceuticals, real estate, aviation, crypto assets, life sciences and gaming. We also act for private equity, venture capital and strategic investors, as well as high net worth individuals and other angel investors.

We know that financing for your business can be crucial at a number of stages, from start-up and acquisition to mature growth and refinancing. We can guide you through the process accordingly, ensuring transactions do not become derailed and unduly protracted.

M&A DISPOSALS

Our team of mergers and acquisitions lawyers work on a broad range of sell-side transactions across all sectors, including full exits, disposals of minority stakes and carveout transactions.

We offer M&A legal services and act both buy-side and sell-side for the full range of stakeholders, including major private equity and venture capital funds, listed companies (including FTSE 100 and Fortune 500 companies) making strategic acquisitions, financial services businesses, tech companies, other large privately-owned businesses and investment companies and high net worth individuals/angel investors.

Our significant experience in mergers and acquisitions law means we are perfectly placed to advise on some of the largest, most complex and strategically significant divestments across all sectors. Many of our offices are located in highly regulated international financial centres, so we are intimately familiar with the change of control processes for regulated target companies in our jurisdictions, and we have very strong working relationships with our local regulators, which helps to make the sale process as smooth as possible.

JOINT VENTURES

We can guide you through the steps in negotiating and documenting a domestic or cross-border joint venture from the outset to completion, dealing with regulatory issues, due diligence and structuring. We have particular experience in governance and shareholder/investor rights.

We act for clients in connection with a wide range of joint ventures including corporate joint ventures, limited and general partnership structures and contractual joint ventures across a broad range of sectors.

The choice of jurisdiction for a joint venture vehicle is essential. Our multi-jurisdictional experts regularly advise on complex joint ventures, which requires an in-depth knowledge of legislative regimes, governance requirements and shareholder rights.

What is the difference between a merger, acquisition and joint venture?

M&A vs joint ventures is a common question. In essence, mergers and acquisitions (M&A) merge companies into one entity through purchase or consolidation. Joint ventures are partnerships where separate companies collaborate on a specific project, sharing resources, risks and profits. M&A integrate companies, while joint ventures allow collaboration while maintaining independent identities.

MBOS AND MBIS

We are able to advise existing shareholders looking to sell to a management team and are experienced in the particular characteristics that drive the choice of acquisition structure for private equity-funded transactions.

We advise both existing shareholders and management teams, as well as their private equity backers across a wide range of management buyouts (MBOs) and management buy-ins (MBIs) in a variety of sectors.

Our specialist corporate M&A lawyers have particular expertise providing legal advice to investors and management teams looking to take their business to the next stage in the business life cycle.

Our Experts

Brad Adderley

Managing Partner: Bermuda

T +1 441 298 3243
E Email Brad

Sailaja Alla

Partner: Cayman Islands

T +1 345 814 2054
E Email Sailaja

Jeremy Berchem

Group Partner*: Guernsey

T +44 (0)1481 755 601
E Email Jeremy

Alan Bossin

Partner: Bermuda

T +1 441 298 3536
E Email Alan

David Bulley

Managing Partner, Head of Restructuring and Corporate: Hong Kong, Shanghai

T +852 6201 3662
E Email David

Fiona Chan

Partner: Hong Kong

T +852 2905 5760
E Email Fiona

Kitty Chan

Partner | Shanghai ; Registered Foreign Lawyer (England & Wales) | Hong Kong : Hong Kong, Shanghai

T +852 2905 5722
E Email Kitty

Vincent Chan

Partner: Hong Kong

T +852 2905 5759
E Email Vincent

Chris Cheng

Partner: Hong Kong

T +852 2905 5719
E Email Chris

David Clark

Partner: Bermuda, BVI

T +1 441 298 3583
E Email David

Tim Faries

Partner: Bermuda

T +1 441 298 3216
E Email Tim

James Gaudin

Managing Partner: Jersey

T +44 (0)1534 818 337
E Email James

Simon Harding

Partner: Isle of Man

T +44 (0)1624 647 652
E Email Simon

Jeffrey Kirk

Managing Partner: BVI

T +1 284 393 5318
E Email Jeffrey

Judy Lee

Partner: Hong Kong

T +852 2905 5737
E Email Judy

Jacob MacAdam

Partner: Cayman Islands

T +1 345 814 2016
E Email Jacob

Garry Manley

Partner, Head of Corporate: Isle of Man

T +44 (0)1624 647 638
E Email Garry

Claire Milne WS

Partner: Isle of Man

T +44 (0)1624 647 698
E Email Claire

Malcolm Moller

Group Managing Partner: Mauritius, Seychelles

T +230 203 4301
E Email Malcolm

Stuart Tyler

Partner: Guernsey

T +44 (0)1481 755 606
E Email Stuart

Andrew Weaver

Partner: Jersey

T +44 (0)1534 818 230
E Email Andrew

Benjamin Woolf

Partner: Cayman Islands

T + 1 345 814 2006
E Email Benjamin

Hannah Yao

Partner: Shanghai

T +86 21 8022 7210
E Email Hannah

Juan Thornley

Partner: Isle of Man

T +44 (0)1624 647 623
E Email Juan

Angelina Wong

Associate: Hong Kong

T +852 2905 5713
E Email Angelina

Fanny Or

Legal Manager: Hong Kong

T +852 2905 5726
E Email Fanny

Kelly Tang

Legal Manager: Hong Kong

T +852 2905 5757
E Email Kelly

Yan Zeng

Legal Manager: Hong Kong

T +852 2905 5782
E Email Yan

Connie Wu

Legal Executive: Hong Kong

T +852 2905 5768
E Email Connie

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