M&A and corporate law
We provide professional support in M&A transactions and comprehensive advice on corporate law.
The scope of our legal assistance includes:
- advising on the ideal transaction type (share deal, asset deal or business deal),
- structuring the M&A transaction (deciding on a transaction structure or analysing the presented transaction structure),
- performing a due diligence review (comprehensive legal analysis of the target company, enterprises or assets),
- identifying and optimising the legal and tax risks and deciding on the optimal legal solutions,
- preparing and negotiating preliminary, final, dispositive contracts: contracts of sale/sale of shares or of rights and obligations of shareholders (SPA), contracts of sale/sale of an enterprise or individual assets (APA),
- preparing and negotiating other contractual documents, depending on the specifics of the transaction (escrow account agreements, cooperation agreements in the interim period or in a specific post-closing period, agreements on the vendor's obligations to perform certain works/services or to undertake other actions in a specific post-closing period, side letters, options to acquire or dispose of shares or other titles to participate in companies, agreements on the transfer or licensing of copyrights, trademarks, know-how or other intellectual property rights, etc.),
- assistance with performing conditions precedent to the transaction,
- arranging and negotiating title insurance documentation or R&W insurance (reps & warranties),
- post-closing and post-transaction support (establishing collateral, notifying guarantors, notifying counterparties, transferring contracts, introducing amendments to articles of association, making changes to the composition of management and supervisory boards, implementing new management structures, etc.),
- advising on financing for M&A transactions (legal services for investment loans, mezzanine finance),
- preparing and negotiating shareholders' agreements,
- advising on tender proceedings.
TEAM
Key contacts
ANDRZEJ LULKA
How can I help?
Email: a.lulka@lulka.eu
Phone: +48 664 734 734
DARIUSZ BEŁZA
How can I help?
Email: d.belza@lulka.eu
Phone: +48 881 212 533
