James H. Snelson
jsnelson@fredlaw.comSean P. Kearney
skearney@fredlaw.com
Fredrikson & Byron Corporate/M&A Group ranked by Chambers USA
Fredrikson & Byron Represents Cardiovascular Systems, Inc. in Public Offering of Common Stock - March 28, 2013
Fredrikson & Byron Represents Digital River, Inc. in its Acquisition of LML Payment Systems, Inc. - January 15, 2013
Fredrikson & Byron Represents Minnesota Thermal Science, LLC in its Sale to Pelican Products Inc. - January 11, 2013
Fredrikson & Byron Represents Q3 Contracting Inc. in its Sale to Primoris Services Corporation - November 28, 2012
Fredrikson & Byron Represents Digital River in its Acquisition of LML Payment Systems - September 26, 2012
Overview
In today’s competitive market, Fredrikson & Byron’s experienced M&A team takes time to probe each client’s key transaction objectives, which helps us design practical legal solutions that deliver strategic business results. That’s because our team understands there’s more to a successful acquisition than just closing the deal. It’s making sure it’s the right deal – on the right terms – done for the right reasons.
While our M&A practice is large enough to handle even the most complex purchases, reorganizations, joint ventures, divestitures, spinoffs and buyouts, what sets us apart is our focus on long-term client relationships. This focus means each client – large or small – receives the same fast, accurate evaluations of prospective opportunities, effective communication during the deal process, and trusted guidance that ensures no business or legal detail is overlooked.
There’s more to a successful acquisition than just closing the deal. It’s making sure it’s the right deal – on the right terms – done for the right reasons.”
Services
At Fredrikson & Byron, we represent buyers and sellers, as well as management, special board committees, M&A lenders and financial advisors. Our team has handled domestic and international transactions in a wide range of industries, and is experienced in all aspects of M&A work. This includes planning and developing transaction strategies, locating acquisition opportunities, evaluating transaction structures, conducting due diligence, identifying and negotiating financing, obtaining regulatory approvals, and negotiating, documenting and closing transactions.
For complex assignments, our M&A Practice Group draws on the wider resources available within Fredrikson & Byron. This includes attorneys with substantial experience in dispute resolution, corporate, commercial, antitrust, international, banking, securities, tax, employee benefits, labor and employment, intellectual property, real estate, bankruptcy, corporate risk assessment/compliance and environmental law.
Members of our group have particular experience in the following aspects of M&A transactions:
- Buy-side representation. Our buy-side clients include private equity funds and corporate strategic buyers. Members of our Private Equity Group advise private equity buyers in all aspects of M&A transactions, including financing, capital structure, management arrangements, and regulatory matters. We also structure, negotiate and complete a full range of strategic transactions – from minority equity investments to joint ventures to multi-billion dollar public company acquisitions. In minority investment transactions, we often help our clients negotiate related rights to acquire additional equity or assets, technology licenses and product commercialization arrangements. When we handle public company transactions, our team coordinates its efforts with members of our Securities Practice Group to ensure full compliance with SEC and stock exchange requirements.
- Sell-side representation. Our team handles sale transactions for closely-held (often family-owned) businesses, management groups who will continue with the business after the transaction, corporations divesting product lines or divisions, and private equity funds seeking to exit an investment. We structure transactions with a focus on after-tax results for individual business owners and executives, coordinating with estate planning experts early in the process to identify and address wealth transfer issues. We often facilitate ancillary arrangements – such as long- and short-term supply and distribution contracts, consulting arrangements, and technology licenses – to overcome negotiation hurdles and achieve the parties’ goals.
- Life Sciences. Our Life Sciences Group has deep experience representing pharmaceutical, medical device, and biotech companies. We have represented our life sciences clients in over $20 billion in acquisitions, divestitures, investments, joint ventures and technology licenses.
- Financial institutions. Our Bank & Finance Group regularly advises banks and bank holding companies in M&A transactions, providing expertise in regulatory matters unique to financial institutions, as well as extensive experience negotiating acquisition terms in bank deals. As a result of our strong track record in this sector, Fredrikson & Byron was recently named by SNL Financial as Minnesota’s top law firm for financial institutions M&A.
- Cross Border. In our global economy, deals often cross international boundaries. These cross-border transactions present special opportunities and challenges that require skill and experience in structuring, negotiation and execution. Our team represents US companies investing in or buying businesses outside the US, non-US companies investing in or buying in the US, and buyers and sellers in US-based transactions that involve significant international operations or business relationships. Members of our team are licensed in Germany, China and Mexico and speak, read or write more than 15 foreign languages. We handle transactions out of our US offices as well as our foreign offices in Shanghai and Monterrey, Mexico, and we collaborate when appropriate with an established network of law firms around the globe to handle clients’ needs worldwide.
- Intellectual property. In many M&A transactions, proper treatment of intellectual property is vital to players on both sides of the deal. Our Intellectual Property Practice Group – made up of patent lawyers with a variety of scientific degrees and experience, as well as copyright and trademark specialists – is an integral part of our M&A team. Our IP lawyers take the time to understand the client’s business objectives, helping evaluate IP portfolios and structure transactions to maximize opportunities while minimizing risks.