Mergers & Acquisitions

Pre-Transaction Documentation:

We advise clients on the very early stages of the transaction, which include assisting clients on drafting and negotiating various types of pre-transaction documentation as but not limited to Memorandum of Understanding (MoU), Non-Binding Offers (NBOs) and Term Sheets.

Transaction Structure:

We have a profound expertise on structuring complex M&A transactions and projects across various jurisdictions. Our expertise ensures that each transaction is tailored to maximize value while minimizing risks across local and international markets. This includes advising on the corporate and transaction structure, in order to  provide the client with different options and proposals to reach the best structure for the transaction with the least implications and hurdles. 

Legal Due Diligence:

Our team conducts full fledge legal due diligence processes whether a seller or a buyer due diligence. Our due diligence review includes the assessment of the corporate governance compliance, regulatory licenses, material and financing agreements, environmental assessment, data protection, employment and litigation.  In addition to providing the full fledged due diligence report, we ensure to provide our clients with a concise red flag report identifying the major key concerns to be taken into consideration by the client whether as a seller or buyer as may affect the valuation of the target and the transaction’s documentation.

Transaction Agreements:

Our team excels in negotiating transaction documents, safeguarding our clients’ interests ensuring all legal and commercial risks are mitigated. We advise on various types of M&A transactions, joint ventures, or partnerships. We guide clients through the negotiations and drafting the transaction documents including Share Purchase Agreements (SPAs), Subscription Agreements and Shareholders Agreements (SHAs). We further advise on other relevant ancillary documents as management agreements, shareholders loan agreements and escrow agreements.

Transaction Financing:

We guide clients through financing and funding arrangements in cross-border M&A, assisting with acquisition strategies, funding structures, and capital raising. Our team also advises on the transaction fund flow to ensure compliance with the relevant regulations.

Post-Deal Integration:

Our support extends to post-deal integration, helping clients seamlessly transition through the complexities of merging assets, systems, and personnel across borders. We also offer post-transaction integration services, assisting local clients in aligning their operations and governance with the terms of their newly completed mergers or acquisitions.

Cross-Border M&A:

Our expertise lies in guiding multinational corporations and regional investors through cross-border mergers and acquisitions, ensuring compliance with international regulatory frameworks, local laws, and competition regulations across Egypt, the Middle East, and beyond. We offer guidance on international mergers, with a focus on legal frameworks across the Middle East, Europe, and North Africa, ensuring a seamless transition for cross-border transactions.

Restructuring:

We help major family offices and multinationals with their corporate restructuring, advising them on streamlining their operations while staying compliant with local and international regulations. We assist companies with corporate restructuring to facilitate mergers, capital increases, and spin-offs, ensuring that clients have an efficient corporate structures in light of the regulatory and operational changes.