Mergers and Acquisitions

Baker Botts is proud to be involved regularly in many of the largest, most complicated merger and acquisition (M&A) transactions in the U.S. and abroad. In the current economic environment, when a company decides to pursue an acquisition or disposition it needs to have confidence that its law firm will deliver direct, no-nonsense advice and have the experience to guide the transaction to completion while protecting the client’s interests. Companies who choose Baker Botts’ Mergers and Acquisitions Practice recognize and appreciate our sound, strategic guidance coupled with a constructive approach rooted in the business realities of the transaction.

Our corporate lawyers are experienced in all aspects of U.S. and international M&A transactions, spanning virtually every industry sector, including:

• Energy
• Media
• Technology
• Life sciences
• Telecommunications
• Healthcare
• Manufacturing

Due to the firm’s long-standing position as principal legal counsel to many companies in the energy sector, we have played a major role in the restructuring of various parts of that sector of American business.

We have advised clients in M&A transactions ranging in size from small transactions to those valued at over $70 billion. Since the early 1980s, we have been active in representing both targets and bidders in numerous unsolicited acquisition attempts and proxy fights. Additionally, we represent global investment banking firms acting as financial advisors and frequently work with company lenders, accountants and other advisers. We also advise companies, private equity investors and special committees of the boards of directors in restructurings; recapitalizations; leveraged or management buyouts; joint ventures and strategic alliances; tender and exchange offers; and spin-off, split-off, auction and “going private” transactions.

Since almost all proposed M&A transactions or restructurings involve substantial consideration of tax consequences, our tax lawyers work to structure the transaction so that it meets our clients’ needs with efficient tax results. Our team has dealt with novel issues where creativity is vital to optimizing tax efficiency without compromising business objectives and have structured, negotiated and assisted in implementing numerous domestic and cross-border mergers, stock and asset acquisitions, joint ventures and spin-offs. Baker Botts tax lawyers have experience in all phases of M&A transactions, including pre- and post-transaction tax planning and restructurings, drafting and negotiating the tax-related provisions in M&A agreements and addressing tax issues that arise in connection with M&A financing transactions.

With more than 100 M&A lawyers, we have the breadth and depth to handle our clients’ M&A needs. Further, we are able to draw upon the deep bench strength of our supporting practices relevant in an M&A transaction, that can include securities, financing, tax, antitrust, employee benefits, oil and gas, energy regulation, environmental law, real estate, IP and litigation.