Corporate arrangements, mergers and acquisitions

Lindblad & Co Attorneys Ltd assists companies, buyers, sellers and their financers in a variety of mergers, whether concerning selling or buying a business or a company as a whole. We advise you individually in carrying out various business arrangements. Our specialists are cooperating with other experts in taxation and financial matters of M & As in order to make the acquisitions go smoothly.  We also help you determine the value of your business. We have effective methods for business valuation.

Establishing new companies and counseling

We also handle mandates related to establishing new companies. Our attorneys have successfully assisted several companies in their early stages of business operations and they have also assisted several international companies in launching business in Finland. We act as specialists in Ensimetri –programme (programme for start-up business) in Helsinki and Pirkanmaa.

Assisting in financial rounds

Growth in companies is often associated with financial rounds. We have helped several companies when seeking financing from investors or venture capitalists or other donors. Managing contract financing entities requires expertise. Valuing the business is an important part of the whole. Issues related to terms of financing are also crucial. The solutions will have a bearing on the next financial rounds. We have a cost-effective method for valuing the company.

Corporate law competence to support M & A

M & A and purchases and their successful implementation often require legal expertise, because alone drafting documentation requires knowledge of business legislation and ability to apply this knowledge to most diverse target companies and situations of business.  The realistic and justified determination of a company’s value is an important part of an acquisition or company capitalization.

Careful study of the target of acquisition and its branch of business, outlined agreement of liabilities and investigation of commercial and predictable risks of taxation related to arrangement are signs of successful business acquisition. Depending on the type of the company, it is also necessary to clarify the continuity of contracts and allocation of liabilities after business acquisitions.

Buying a business requires structural solutions; whether a share transaction or a business deal is being made. The choice essentially affects the acquirer, the tax on the capital gains and the transfer of contracts and liabilities.

Alternatives to the transaction could also be a business transfer, an exchange of shares or a share issue. All of these have different impacts on ownership, taxation and the legal status of the parties.

Capital structure

Often company’s balance sheet needs reducing (or reinforcing) before planned corporate arrangement. We have made for several companies i.a. balance sheet adjusting with fusion (merger), division, purchase of own shares or some other equal action. Often M & A, when it is done correctly, do not cause any tax sanctions. We will be happy to tell you more about the topic.

Anticipating Dispute Resolution will ensure the parties’ position

When concluding an acquisition, it is important to agree on how to settle possible disputes. Can a party afford the counterparty not to pay the purchase price or otherwise violating the contract? The existence of a company may be jeopardized if the dispute over the right holder of the shares or the existence of the trade (cancelling) has been uncertain for years. Clear and effective clauses in the contract of sale ensure that the parties can enforce their rights effectively and within a reasonable time. Clarity will also help when negotiating about disagreements.

We assist

in matters related to i.a.

  • Buying and selling business
  • Share trading, business actions and transfer
  • transferring and obtaining companies own shares
  • fusion (merger), division or other corporate arrangements
  • founding new company and business start-up
  • continuity of contracts and allocation of liabilities after business purchase
  • entry of investors and capital investors
  • determining company value and relating matters
  • analyzing financial options, editing capital structure
  • scrutinizing the target of purchase (Due Diligence DD)
  • settling disputes of M & A, trials, arbitration and other ways of dispute settlements