Mergers & Acquisitions

Mergers & Acquisitions

We regularly advise clients on M&A in the following industries: 

• Construction
  
• Shipping, maritime and transport
  
• Health care
  
• Machine and equipment rental
  
• Wood and timber industry, etc.

In Finland most common deal structure is private share purchase

The Firm’s view is that the most common Mergers & Acquisitions deal structure is the private share purchase. Under such structure all the assets and liabilities of the target remain with the company and only the shares in the target corporate transfer to the purchaser. Therefore, the private share purchase is often understood as the simplest form of transaction. This is due to the reason that there is no need to agree on the transfer of individual assets, liabilities, contracts or employees between the seller and the purchaser.

Acquisition of a business

The purpose of acquisition of a business is principally to acquire a certain part of business and/or assets, while limiting the purchaser’s assumption of risk. Therefore, generally it is the purchaser’s interest to carry out a comprehensive due diligence investigation when acquiring a business. By this way can be identified the assets and rights of the target that should be transferred. Moreover, it is perhaps more important to identify the liabilities to be assumed and those that should be left outside the acquisition.

Joint Ventures and Strategic Alliances

In Finland there is no specific legislation enacting the establishment or operations of joint ventures or strategic alliances. Therefore, the general principles of Finnish contract law and company law are applicable.