Mergers & Acquisitions, Funds and Private Equity

Mergers & Acquisitions, Funds and Private Equity

Mergers, Acquisitions, Funds & Private Equity

Practice Overview

King Stubb & Kasiva’s Mergers & Acquisitions, Funds & Private Equity Practice Group is comprised of attorneys experienced in complex corporate transactions who regularly represent a broad range of domestic and foreign corporations, private equity, mezzanine, distressed funds and financial institutions in their M&A-related deals, which encompass an equally broad range of industries and businesses.

Our attorneys are most often involved in transactions at an early stage and provide advice regarding the development of strategies for achieving our clients’ business objectives, structuring the transaction and addressing financing arrangements when required.

A significant focus of the Firm’s M&A practice consists of representing U.S., Japanese, UK and Europe based clients. Our attorneys regularly companies in acquisitions of new businesses in India. Likewise, we represent both inbound and outbound clients in cross border strategic alliance matters. We represent clients in complex transactions which require sophisticated structural, documentation and negotiating services

Integrated Approach

The complementary areas of expertise that often play important roles in M&A transactions include:

Labour Issues

We advice clients on structuring the labour fall outs of a M&A transaction. We have on several occasions structured transactions for our clients to overcome the challenges posed by Indian labour law regulations. We also negoitate other employee related matters relating to acquisitions including non-compete and non-solicit clauses in employment agreements. We advice on structuring employee related dues and other statutory obligations arising out of payment of gratuity, workmen compensation etc.

Tax

We provide tax advisory services and are in a position to quicky turn around on tax related issues that envelope domestic and cross-border M&A deals. We evlove optimum tax structure while structuring deals for eg., carry forward of losses, slump sale structuring, demerger
and spin-off.

Finance

The firm has immense depth in the debt and high-yield markets and is skilled in structuring a wide variety of acquisition financings of public and private companies.

Intellectual Property/Information Technology- The Firm provides business solutions to the diverse IP issues that arise in M&A transactions, including evaluating issues arising out of patent, trademark and copyrights.

 Litigation/Arbitration- The Firm assists clients in litigation and arbitrations arising in the course, or as a consequence, of M&A transactions, such as disputes among shareholders and post-contractual disputes.

Merger & Acquisitions :

  • Advice on structuring Mergers and Acquisition including advice on structuring issues, drafting transaction documents, determination of SPV etc.
  • Advice on Securities and Corporate Law issues related to Takeover Code and other securities laws issues, Listing and Regulatory requirements, Government approvals , Statutory filings
  • Undertaking legal due diligence, drafting and review of term-sheet, definitive agreement, non-compete agreement, non-disclosure agreement, escrow agreement, stock swap agreement, employment agreement etc.

Funds :

  • Drafting of the fund documents for our clients, including the charter documents for the fund entity, the private placement memorandum, the investment management agreement, the investment advisory agreement, and other such documents.
  • Advising our clients the local registration requirements with the Securities Exchange Board of India, or other regulatory authorities.

Private Equity :

  • Advising companies on the methods of restructuring and re-engineering, including demerger / spin-off a division into a separate company, merge two companies into one, buy-back of its shares by the company, reduction of share capital, winding-up of its operations and the repatriation of the proceeds there from ensuring that the existing tax benefits continue to be available post the restructuring, devising a structure that is efficient from the stamp duty perspective in connection with the transfer of assets and obtaining the requisite approvals of the High Court or other regulatory authorities