Mergers and Acquisitions Practice

Sheppard Mullin's mergers and acquisitions practice includes seasoned corporate attorneys with the practical experience to structure, negotiate and close even the most complicated transactions. We represent domestic and international buyers and sellers of public and private companies in a diverse range of industries. On the sell side, our clients range from entrepreneurs and family owned businesses to equity sponsors and large multinational corporations. On the buy side, we advise both financial and strategic buyers.



Our attorneys represent clients in:

  • Buying and selling private companies through stock or asset acquisitions, recapitalizations and other transaction structures
  • Buying and selling public companies including tender offers and going private transactions
  • Divestitures, including as a result of industry consolidation, deregulation and changing economic climates
  • Purchase and sale of distressed companies, both in and out of bankruptcy
  • Spin offs requiring expertise with respect to board responsibilities, tax considerations and the like.

At Sheppard Mullin, our goal is to protect our client's legal interests in a transaction. However, it is also our goal to facilitate our client's fundamental business interest of getting the deal done by providing practical and, where necessary, innovative legal advice. Our M&A practice works closely with the firm's tax, regulatory, antitrust, bankruptcy, securities, banking and finance and labor and employment groups to ensure that all aspects of the transaction are successfully completed.

Corporate Restructuring

We have successfully led our clients through the complete range of restructuring approaches, including operational restructuring, financings (equity, debt, mezzanine and other hybrid structures), sale or merger outside of bankruptcy, foreclosure sale by secured lenders, out of court workouts, assignments for the benefit of creditors, Chapter 11 - Section 363 asset sales, and auctions.

Going Private Transactions

We have represented the management team or large shareholder seeking to take the company private, the special committee of the board of directors appointed to represent other shareholders, lenders in leveraged buyouts and the company which is the subject of the going private transaction.

Recapitalizations

Our attorneys understand all aspects of a recapitalization, which can be effected through many different deal structures, including a sale of preferred stock or convertible debt with proceeds used to purchase equity, debt for equity swaps, equity for debt swaps and calls of convertible securities with forced conversion. We have executed recapitalizations from both sides of the table, including representing the company and investors, as well as lenders and equity sponsors.

Spin Offs and Divestitures

Sheppard Mullin has advised divesting and divested companies, as well as strategic and financial purchasers. Our broad experience means that our attorneys understand the issues that must be covered in a spin off or divestiture, ranging from terms of separation, shareholder and debt holder rights to corporate governance issues and parent corporation responsibilities.

Cross Border M&A

Our attorneys have handled acquisitions and divestitures of U.S. businesses by foreign clients, as well as of foreign companies by U.S. clients. Our cross-border transaction clients include not only U.S. companies and individuals engaged in international transactions, but also companies and individuals from Europe, Asia, North and South America, as well as Australia and South Africa.