Outcome
$8M Acquisition Completed
Practice area
Commercial Law
Duration
9 months
01
Case scope
The client, a regional distribution group, planned to acquire a competitor with operations in three markets. The matter covered the transaction structure, ownership records and the obligations carried by the target.
What the team reviewed
Share ownership and the chain of approvals behind each holding.
Customer and supplier contracts with change of control terms.
Bank facilities, guarantees and security granted by the target.
Employment arrangements for key managers.
Why it was complex
Records for two subsidiaries were incomplete, and one major contract required the counterparty's consent. The timetable was fixed by the seller's financing, which left little room for delay.
Review steps
How the review was run
Agree scope, confidentiality terms and a shared document list.
Review corporate records and identify gaps in the ownership chain.
Rank contracts by risk and approach counterparties for consent.
Negotiate price protections for the issues found.
Prepare completion documents and track conditions to closing.
Outcome
The acquisition completed after nine months with consents secured, a retention held against known liabilities and the ownership records corrected before signing.
