CORPORATE AREA
M&A and Extraordinary Transactions
We assist companies, investors and corporate groups in structuring and executing mergers and acquisitions (M&A) and, more broadly, extraordinary transactions, providing comprehensive, integrated and tailored legal support.
Our work covers all phases of the transaction: from initial structuring and identification of the most suitable legal and corporate architecture, to managing the legal due diligence process, and through to negotiation, drafting of contractual documentation and closing.
We support clients in preparing letters of intent (LOIs), term sheets, share purchase agreements, shareholders’ agreements and all documents required to complete the transaction — ensuring full alignment between strategic objectives and legal protection of the interests involved.
Our assistance also extends to extraordinary transactions such as corporate reorganisations, contributions, demergers, mergers, joint ventures and investment transactions, including cross‑border operations involving multiple jurisdictions.
Our approach is strongly oriented toward proactive risk management and value protection, with particular attention to the allocation of responsibilities, warranty and indemnity clauses, and the stability of post‑transaction structures.
We operate with a boutique model that combines technical rigour, strategic vision and continuous attention to client needs, ensuring efficiency, confidentiality and control in highly complex transactions.
QUESTIONS & ANSWERS
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Hidden risks often emerge only after closing if due diligence is not sufficiently thorough.
We mitigate these risks by identifying legal, contractual and litigation‑related issues before signing and by incorporating appropriate contractual protections.
The goal is to avoid surprises and safeguard the real value of the investment.
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Diverging interests can be reconciled through a flexible contractual structure and risk‑balancing mechanisms. We use tools such as price adjustments, earn‑outs and warranty clauses to bridge the gap between the parties.
The objective is to turn initial distance into a sustainable agreement that can be executed with certainty.
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