Business law

M&A transactions: stakes and typology

A merger or acquisition (M&A) covers all transactions by which one company takes control of another, in whole or in part. These deals serve varied objectives: rapid growth, acquisition of skills or technologies, entry into new markets, realization of synergies or consolidation of a competitive position.

Several configurations can be distinguished:

• Merger by absorption: one company absorbs the other, which ceases to exist as a legal entity;
• Merger by formation of a new company: two companies dissolve to create a new entity;
• Share or asset acquisition: the buyer acquires the shares or assets of a company that continues to exist as a legal entity;
• Partial sale: the seller transfers a portion of its capital or business while retaining a stake.

Each configuration has its own legal, tax and financial characteristics. The M&A attorney analyzes your situation and advises you on the structure best suited to your objectives.

The stages of an M&A transaction

The preparatory phase and the letter of intent

Every transaction begins with a phase of preliminary negotiation. The buyer expresses its interest and submits an indicative offer. This phase culminates in the signing of a letter of intent (LOI) or a memorandum of understanding, a document that is non-binding on price but foundational for the negotiations that follow. MOSAIK drafts this document with care to protect your interests while keeping the negotiation dynamic constructive.

Due diligence

Due diligence is a decisive step. It is a comprehensive review of the target company that allows the buyer to verify the accuracy of the information provided and to identify risks before making any binding commitment. The review covers, among other areas, tax, accounting, employment and intellectual property matters. MOSAIK's experts coordinate these reviews with the accountants and financial advisers, and then issue precise recommendations on whether and how to proceed with, or walk away from, the transaction.

Negotiation and deal documentation

If the transaction is approved following due diligence, it takes shape through the signing of an acquisition agreement. This complex legal document organizes every aspect of the transaction: identification of the shares or assets sold, price and payment terms, conditions precedent, representations and warranties, transfer date, and the parties' respective obligations up to completion.

MOSAIK's attorneys work toward a balance acceptable to both sides. Overly aggressive negotiation damages the relationship and can derail an otherwise sound transaction: the attorney's experience and sense of proportion are a decisive asset here.

Closing and post-acquisition integration

Closing is the moment when the transaction takes effect. Several weeks may elapse between signing and closing, during which the conditions precedent must be satisfied.

The integration phase, often underestimated, largely determines the long-term success of the acquisition. MOSAIK assists you at every stage to bring the transaction to a swift and secure conclusion.

The strategic role of the M&A attorney

Advice from the very conception of the project

The attorney's role is not limited to drafting the contracts. It begins at the strategic planning stage. Drawing on its expertise in corporate and tax law, MOSAIK brings a global perspective that integrates all the legal and financial dimensions of the transaction, allowing its structure to be optimized from the outset.

A negotiator serving your interests

Every clause of an acquisition agreement can represent considerable sums. The attorney defends your positions on the sensitive points (representations and warranties, price adjustment mechanisms, non-compete clauses), drawing on knowledge of market practice to identify what is genuinely negotiable and what is not.

A manager of legal risks

Every acquisition carries risks. The attorney identifies them during the early phases of the project and puts the necessary contractual protections in place. This upstream vigilance prevents costly litigation and preserves the profitability of the investment.

M&A transactions are pivotal moments in the life of a company. Their success depends as much on strategic relevance as on the quality of the legal support. MOSAIK puts its expertise at the service of your growth, whether you are a buyer, a seller or an investor. Contact us for an initial discussion and let us define together the best strategy for your project.

Frequently asked questions

How long does an M&A transaction take?

On average, expect three to eight weeks excluding due diligence. This timeline can be shorter for straightforward deals, or longer where regulatory clearances are required (notably merger control) or where negotiations prove complex.

At what stage should you involve an M&A attorney?

As early as possible. Involving the attorney from the strategic planning stage makes it possible to optimize the structuring of the transaction, particularly from a tax standpoint, and to avoid costly mistakes that would need fixing later. Leaving the attorney out until the negotiation phase is a false economy.

Does MOSAIK handle cross-border transactions?

Yes. With offices in Paris, Mexico City and Hong Kong, MOSAIK handles cross-border transactions and coordinates the legal aspects across multiple jurisdictions, taking into account the local specificities that shape negotiations and deal documentation.