Some Guidelines for Choosing an M&A Attorney

Kevin Dempsey, CBI, CMEA
Founder and President Silicon Valley Financial Partners, Inc.

When you are preparing your company for sale, there may be some issues that could hamper or prevent the legal sale of your company. This may require an M&A Attorney to mitigate or eliminate those issues prior to marketing your company.

However, we don’t usually recommend engaging an M&A attorney until we have negotiated a non-binding Letter of Intent that includes all the terms of the deal. This strategy will save costly legal fees you might spend for a deal that may never happen.

When considering a merger/acquisition transaction for your business, it is critical to engage a seasoned M&A lawyer. While you may have an attorney for your corporation or your personal issues, the process of purchasing or selling a business is a completely different specialty.

Consider the following points we suggest you use to assist you in selecting an M&A Attorney:

• How much experience does the lawyer have? How many M&A transactions has he/she completed? If there are any specific legal aspects within your industry such as environmental, licensing, human resources, or other regulations; then we suggest you select an attorney familiar with those legal or compliance issues.

• Does the attorney have a temperament that will work with the opposing counsel? Even with the best legal mind, a temperament that is abrasive or does not negotiate well, will likely cause problems with completing the transaction. Will the attorney provide some examples of how he/she was able to get through legal complexities and impasses?

• Does the attorney have knowledge of any legal issues that will be critical for your company? He/She should explain these critical issues that may affect the sale of your company, especially any that may make the transaction go forward or terminate discussions.

• How would you feel about working with the attorney? Is he/she going to help you get through the emotional aspects of the transaction? Controlling emotional issues and looking for common interests is an important personality trait necessary in M&A transactions that may take weeks to complete.

• Does the attorney know which legal concepts are most important? Does he/she understand current market terms? If the M&A attorney works with a large firm, who will you actually be working with in the transaction? If there is a team involved, do they have specialists that you may need? If needed, will the transaction attorney suggest attorneys who specialize in critical legal issues such as finance, taxes, ERISA, real estate, intellectual property (IP) and other possibly critical issues? Will you need some of these specialists?

• What will the legal fees be for your particular transaction? There are always unanticipated issues with unknown costs that may arise, but if the attorney has done enough transactions he or she should be able to give you an estimate. Cost should not be the determining factor in selecting an M&A attorney. A good M&A attorney may cost more per hour but get the deal done more quickly and efficiently than an inexperienced M&A attorney will little experience but charges less per hour.

Kevin Dempsey, CBI, CMEA, CMC, FMAS
M&A Source: Past Chairman (2013)
[email protected]

Kevin Dempsey, President and Founder of Silicon Valley Financial Partners, Inc., has for more than 30 years’ experience representing the interests of hundreds of buyers and sellers of middle market businesses. Mr. Dempsey develops merger & acquisition strategies by properly packaging businesses for sale for the highest value and negotiates the best deal structure (price and terms) while being ever mindful of the tax implications.

Mr. Dempsey is an expert appraiser utilizing Internal Revenue Service approved methods and market-based techniques including critical analysis of corporate financial records, industry trends and other market indicators. As a Certified Machinery & Equipment Appraiser (CMEA), he maintains the highest level of confidentiality while representing owners in the sale of a variety of businesses, as well as clients searching to acquire companies, divisions or product lines. As a Certified Management Consultant (CMC) approved by the Institute of Management Consultants, he maintains the highest level of confidentiality while representing owners in the sale of a variety of businesses, as well as clients searching to acquire companies, divisions or product lines.

Mr. Dempsey is a Fellow of The M&A Source, a Lifetime award, and has earned the IBBA’s Certified M&A advisor (CBI) designation.