Michael Morgan
Director
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Mergers & Acquisitions
Buying or selling a business?
This is likely one of the most significant financial decisions you'll make. The stakes are high. Mistakes persist long after completion.
What's At Stake
Every transaction has hidden risks.
Buying a business means buying its history - the good and the bad. Selling means managing your ongoing liability. Either way, proper legal guidance protects your interests.
DD
Due Diligence
Comprehensive review of financial, legal, commercial, and operational aspects. We identify issues before you commit - not after.
W&I
Deal Protection
Warranties, indemnities, retention amounts, escrow arrangements - these mechanisms protect your investment or limit your exposure long after settlement.
- Warranty negotiation
- Liability caps
- Earn-out structures
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Structure Matters
Asset purchase vs share purchase vs merger - each has different implications for risk, tax, and what you actually acquire. The wrong structure can cost you dearly.
Which side of the table are you on?
Buyers and sellers have fundamentally different concerns. We tailor our approach to your position.
For Buyers
Buying a business means buying its history - the good and the bad. Proper due diligence protects you from inheriting problems.
- Due Diligence - Financial, legal, commercial review before you commit
- Transaction Structure - Asset vs share purchase implications
- Deal Protection - Warranties, indemnities, escrow
- Completion - Smooth handover of the business
For Sellers
Selling your business is often the culmination of years of work. Proper preparation and professional handling maximise your outcome.
- Sale Preparation - Buyers pay more for businesses ready for sale
- Process Management - NDA, information release, buyer qualification
- Liability Management - Protecting you after completion
- Warranty Insurance - Options to limit ongoing risk
Transaction Types
Discuss your transaction
Every deal has its own dynamics.
Trade Sales
Industry Buyer
Sale to an industry buyer or competitor. Often includes strategic premium but requires careful confidentiality management.
Management Buyouts
Internal Sale
Sale to existing management team. Requires balancing seller interests with financing constraints.
Family Succession
Next Generation
Transfer to the next generation. Balances commercial terms with family relationships and estate planning.
Private Equity
Investment
Investment from PE funds. Involves complex structuring and ongoing governance arrangements.
Mergers
Combination
Combining businesses. Requires careful structuring of ownership, governance, and integration.
Distressed Sales
Time Pressure
Sales under time or financial pressure. Requires fast action while protecting legal positions.
Our Role in Your Transaction
Strategic Advice
Every Decision
Commercial and legal advice at each decision point. We help you see the full picture before you commit.
Due Diligence
Investigation
Conducting legal DD and coordinating other workstreams. Identifying issues before they become your problems.
Negotiation
Advocacy
Advocating for your interests while keeping deals on track. We know when to push and when to find solutions.
Documentation
The Legal Framework
Preparing or reviewing all transaction documents. Sale agreements, warranties, ancillary documents, and financing arrangements.
Completion
Getting It Done
Managing conditions, completion mechanics, fund transfers, and post-completion matters. Getting your deal done smoothly.
Regional M&A Experience
We understand Hawke's Bay's business landscape - from primary producers to professional practices and family businesses. Our local knowledge and relationships add value at every stage, from understanding key drivers to knowing who the right buyers might be.
Your Team
Meet the team
behind your transaction
Common Questions
Any existing documents relevant to your situation: company records, contracts, agreements you are considering, or details of issues you are facing. But if you are just at the thinking stage, that is fine too.
Mergers & Acquisitions Guide
Buying or selling a business? Our phase-by-phase guide explains what's involved.
Read the Guide