A Successful Five Million Dollar Merger and Acquisition

A five-million-dollar merger and acquisition was concluded right after the Thanksgiving Holiday. The initial closing was set for November 24, 2021, the day before Thanksgiving. Instead it was closed on November 26, 2021.

In this case, the purchaser was a Nasdaq listed company specializing in international education.  It acquired 70% of the ownership of an Ohio private investment company specializing in higher education. This acquisition was done in two steps. The first was the purchasing of the 70% ownership interest. Then, immediately following the first closing, the company subscribed 900 new shares as part of the deal (subscription closing). Two closings were scheduled back-to-back.

There were some challenging issues of the deal which required special skills. For example, the seller company has several classes of shares and non-diluted shares.  Also, the seller company’s shareholders were non-US persons. Finally, the seller company has de facto subsidiaries, including an international subsidiary. All of these factors increased the deal’s complexity.

We represented the seller company and were working around the clock to meet the deadlines. In the end, both closings were successfully completed. Our client was satisfied with our help. Moreover, the client went the extra mile to acknowledge our work by rating us positively on Google. 

Mergers and acquisitions (M&A) require high-level skills that are not easily obtainable. Skills and experience from legal areas such as business transaction, taxation, IP, or even immigration may be called together in this type of work.

We are happy with the positive results and synergies created by this deal. Case after case shows that our commitment to client’s success is real and never fading. If you have M&A work, please contact us.

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