M&A

Our M&A (Mergers and Acquisitions) practice provides comprehensive legal advisory services for transactions involving the acquisition and sale of companies or assets, joint ventures, and corporate reorganizations – guiding clients from strategic deal structuring to successful implementation. We assist clients with a wide range of transactions, including domestic and cross-border deals, M&As involving publicly-traded or privately-held companies, roll-up acquisitions, growth M&As, and acquihires, and more. With a track record of hundreds of M&A transactions in recent years, on both the buy-side and the sell-side, we represent clients including target companies, purchasers, investment funds, controlling and minority shareholders, founders, and startups.

Our Services

1. Planning and Structuring the Transaction 
   Preparation and negotiation of Memorandum of Understanding (MOU), Term Sheets, and confidentiality agreements (NDA). Assessment of the most efficient corporate, contractual, and tax structure for the parties involved in the transaction.
   
   

2. Due Diligence 
   Due diligence of the legal aspects of the Target and/or the corporate group involved in the transaction, which review allows our clients to have an accurate perspective on the key issues of the transaction and how to address them in connection with the negotiating of the definitive documents and the risk allocation. 
   
   

3. Documentation 
   Drafting and negotiating definitive agreements, such as the Share Purchase Agreement (SPA), investment or subscription agreements, and, if applicable, shareholders agreements, service agreements, corporate approvals, in addition to other agreements and approvals necessary to comply with the specific aspects of each transaction. 
   
   

4. Conditions Precedent and Closing 
   Assistance to the clients in monitoring and obtaining corporate and regulatory approvals (for example, CADE and BACEN). Among others, we also assist the client with third-party approvals required to consummate the transaction, implementation of prior corporate reorganizations, and aspects related to long-term incentive plans (SOPs). 
   
   

5. Post-Closing 
   Assistance in implementing and/or satisfying post-closing obligations.