Mergers & Acquisitions

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Efficiency and the capacity to timely identify possible deal breakers, are vital

A company is always influenced by the changes and developments of the business environment as well as by the interactions with other players on the market and that will lead to the necessity of adaptation. This adjustment will sometimes require the growth of the company, by acquisitions, mergers, investments or joint ventures or, in some cases, an exit for the shareholders may be more profitable.

Deciding on the right structure of the transaction is a milestone

Both in the case of expansions and exits, an in-depth analysis of the methods and consequences of the contemplated deal, are a prerequisite for a successful transaction. We, at Jinga & Asociatii, have the necessary legal expertise and business skills to provide professional and business oriented advice in structuring a transaction into a shares' deal, an asset deal, business transfer or joint venture so as to allow our clients the most efficient and cost effective transaction. Our previous experience recommends us as a reliable partner in any negotiation and implementation of an M&A structure.

The right decision requires extensive analyses

Efficiency and the capacity to timely identify possible deal breakers, as well as to find solution for the mitigation of risks, are vital when analyzing a possible M&A structure. Our lawyers have an extensive expertise in deeply analyzing all the aspects of a business transaction during the due diligence phase, having the necessary skills to timely point out all the relevant corporate, real estate, contractual, fiscal, competition, employment, IP or litigation aspects, which may impact on a successful transaction, while offering pragmatic advice on risk mitigation. Assistance on the transaction documents, implementation and follow-up on the transaction's terms, in compliance with the applicable legal provisions, are in a few words some of the competences of our law firm.

Professional assessment requires expertise

We, at Jinga & Asociatii, have the required skills in offering professional and business oriented advice in all phases of an M&A transaction. Our proficiency has been constantly endorsed, while assisting, inter alia:

Companies members of one of Europe's leading construction groups during their merger process, including drafting of the relevant corporate documents for the approval of the merger process, representation in front of the Competition Council for the assessment of the necessity of the merger's notification, representation in court for the formal approval of the merge process.

a large pharmaceutical network during the merger process with a pharma distributor, including advice on structuring the transaction, SPA and the implementation of the merger process;

a world leader manufacturer of solar panels, during the acquisition process of a local developer, including structuring of the acquisition conditions, change of corporate governance and follow-up on the acquisition terms;

a pharmaceutical network, active on the Romanian market, during the acquisition process of new units, structured as share deals or business transfers, followed by the subsequent mergers with the new acquisitions;

a world market leader in gas struts and hydraulic vibration dampers during the merger process with an affiliated company, including advice on the merger documents and representation before the competent authorities and courts for the authorization and registration of the merge process;

a reputable Romanian company, during the acquisition process of a listed company, including the structuring and implementation of the entire acquisition process, the conducting of the subsequent mandatory public offering, squeeze-out and final delisting procedures from the Bucharest Stock Exchange;

a group of private equity holders during the sale process of an important company active in the food and beverage industry, to an international investment fund, including assistance for the structuring of the transaction, due diligence process, SPA negotiation;

a consortium of private investors in the acquisition process of a mineral water company, including extensive legal due diligence, corporate, regulatory matters, as well as the implementation of the new corporate governance rules and regulations;

a group of private equity holders of a company active in the food and beverage industry during the sale process of the company to an international investment fund, including assistance in the legal and fiscal structuring of the transaction.