Abogados de Mergers & Acquisitions

Mergers & Acquisitions Lawyers in the United States

Mergers and acquisitions shape the American business world every year. In 2023 alone, U.S. M&A deal volume exceeded $1.4 trillion. Whether you're buying a company, selling one, or merging two businesses together, a lawyer who specializes in this area protects your financial interests at every stage.

What Mergers & Acquisitions Law Covers

M&A law governs the process of combining or transferring ownership of businesses. This includes asset purchases, stock acquisitions, mergers, joint ventures, and corporate restructurings. Lawyers in this field handle everything from the initial letter of intent to the final closing documents.

The practice also covers regulatory compliance, antitrust review, intellectual property transfers, and employment agreements that carry over after a deal closes. Tax structuring is a major component — the way a deal is structured can save or cost a company millions.

When to Hire a Mergers & Acquisitions Lawyer

• You're considering buying or selling a business and need to evaluate the deal's structure and risks
• A competitor or investor has approached you with a letter of intent or acquisition offer
• You need help with due diligence — reviewing financial records, contracts, liabilities, and pending litigation before closing
• Your company is merging with another entity and you need to address regulatory filings, employee retention, and shareholder approval
• A deal has stalled or a dispute has arisen over representations made during negotiations

How the M&A Process Works

Most deals begin with a preliminary agreement — often a letter of intent or term sheet — that outlines the basic price and structure. From there, the buyer conducts due diligence, a deep review of the target company's finances, contracts, litigation history, and operations. This phase alone can take 60 to 90 days for mid-market transactions.

Once due diligence wraps up, lawyers draft and negotiate the definitive purchase agreement. This document covers representations and warranties, indemnification provisions, closing conditions, and post-closing obligations. After both sides sign, there may be regulatory approvals needed before the deal officially closes.

How Deal Value and Financial Outcomes Are Determined

• Enterprise valuation methods include discounted cash flow analysis, comparable company analysis, and precedent transaction analysis
• Earnout provisions tie a portion of the purchase price to the company's future performance, protecting buyers from overpaying
• Working capital adjustments at closing ensure the buyer receives the business with agreed-upon levels of current assets and liabilities
• Indemnification caps and baskets limit each party's financial exposure for breaches of representations after the deal closes
• Holdback or escrow amounts — typically 5% to 15% of the purchase price — are set aside to cover post-closing claims

Frequently Asked Questions

How long does a typical M&A transaction take?

Small deals can close in 30 to 60 days. Mid-market and large transactions usually take three to six months, sometimes longer if regulatory approval is required. Deals that trigger federal antitrust review under the Hart-Scott-Rodino Act add at least 30 days to the timeline.

What is the difference between an asset purchase and a stock purchase?

In an asset purchase, the buyer selects specific assets and liabilities to acquire. In a stock purchase, the buyer takes ownership of the entire company, including all liabilities. Buyers often prefer asset deals for liability protection, while sellers frequently favor stock deals for tax advantages.