Mergers & Acquistions

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Our firm has served as counsel to targets, acquirers and significant shareholders in a variety of public and private company mergers, acquisitions, divestitures, strategic joint ventures and change of control transactions, involving both domestic and international entities.

We advise our clients on the structuring, negotiation and documentation of the M&A transaction, compliance with applicable regulatory and other legal requirements and related corporate governance issues. Following the closing of the transaction, we assist our clients with the legal aspects related to the integration process within the combined entity.

When counseling our clients on M&A transactions, we utilize an interdisciplinary approach, drawing on our skills in multiple fields of law in dealing with the various corporate, securities, employment, intellectual property, antitrust, regulatory and other issues inherent in these transactions. As an integral part of the transaction process, we also perform the required legal due diligence examination and assist our clients in resolving problematic due diligence issues and achieving a smooth closing.

The significant U.S. M&A and securities law experience in our office enables us to provide our clients with a comprehensive understanding of U.S. related transactions.

Examples of our work in this area involving public companies include:

  • Representation of an Israeli public company in a “merger of equals” between two Israeli companies traded on NASDAQ.
  • Representation of an Israeli publicly traded NASDAQ company in acquisition of a subsidiary of a publicly traded Israeli NASDAQ company, in a transaction valued at over USD 50 million, and in a separate acquisition of a privately held US FABless semiconducter company, in a transaction valued at over USD 50 million.
  • Representation of an Israeli publicly traded company in the acquisition of a privately held French FABless semiconducter company, in a transaction valued at over USD 25 million.
  • Representation of a publicly traded Israeli company in the sale of one of its portfolio companies, a privately held Israeli company in the software field, to a publicly traded US company for consideration of up to USD 10 million.
  • Representation of a privately held U.S. company in the data protection field in its sale to a publicly held US company, involving cash consideration in excess of USD 150 million.
  • Representation of a privately held Israeli company in the medical device field in its sale to a publicly traded US company, for approximately USD 4 million in a stock-for-stock transaction.
  • Representation of a US venture capital fund in multiple exit events of Israeli and US portfolio high tech companies, involving both publicly traded and privately held acquirers and both cash transactions and stock transactions.
  • Representation of a European venture lender in multiple exit events of Israeli and US portfolio high tech companies, involving both publicly traded and privately held acquirers and both cash transactions and stock transactions.
  • Representation of an Israeli venture capital fund in stock-for-stock merger transaction involving two portfolio companies in medical equipment field with a publicly traded Canadian company.

Examples of our work in this area involving private companies include:

  • Representation of a venture backed privately held Israeli company, in a stock-for-stock acquisition of US and Israeli venture backed, privately held companies. More than USD 60 million has been invested to date in these companies, operating in the mobile internet solution field.
  • Representation of a venture backed privately held Israeli company in stock-for-stock acquisition of another venture backed privately held US company.
  • Representation of a privately held company and its controlling shareholders in buyout of minority shareholder position in a transaction at a company valued in excess of USD 40 million.