Are you searching for a mergers and acquisitions attorney near me in San Diego or anywhere in California?  The Watkins Firm represents individuals and businesses in Mergers and Acquisitions or “M & A” transactions throughout California.  Watkins Firm provides sound counsel to our clients based upon four decades of experience in thousands and thousands of successful M & A transactions.  We help our clients to avoid expensive challenges and identify potential pitfalls early on in a business merger or acquisition transaction.  We provide cost-effective and timely support throughout the process to help ensure our client’s transactions result in smooth, successful results.

Key Takeaways when Searching for a Mergers and Acquisitions Attorney Near Me in San Diego:

• While most national studies, including a recent study published by the Harvard Business School, estimate the vast majority of mergers and acquisition transactions in the United States are unsuccessful.  The Watkins Firm has served clients through thousands and thousands of M & A transactions, and the success rate of our clients is exactly the opposite than that published in Harvard’s study: the vast majority of our client’s M & A transactions are successful.
• M & A transactions require planning and careful execution at every step, as one approaches the opening conversation, through due diligence and negotiations, and in the months following the completion of the transaction.
• Due diligence checklists and the contract(s) governing the transaction are another important key to a successful M & A transaction.

Your Mergers and Acquisitions Attorney Near Me at the Watkins Firm is the Key to a Successful Transaction

Your mergers and acquisitions attorney near me in San Diego and throughout California from the Watkins Firm is the key to a successful transaction.  Recent advanced collegiate and government studies have shown the majority of mergers and stock purchase transactions across the country fail between 68% and 90% depending upon the source of your data.  The Watkins Firm has a much higher percentage of successful M & A transactions across four decades of experience here in SoCal.

How can the Watkins Firm help to make the difference between a failure and a successful transaction in your unique situation?  Mergers or a stock purchase or the acquisition of a substantial or controlling interest in a company is legally and financially quite complex.  What makes the difference between success and failure? The short answer is effective and thorough due diligence including extensive planning for the transition after acquisition and the marriage of corporate cultures which must occur to ensure the successful transfer of goodwill.

Even an asset purchase transaction requires extensive attention on behalf of the buyer.  The seller simply needs to make sure they are being paid.  The buyer (and their Watkins Firm attorney) must ensure that clear title to each asset is achieved, any goodwill is transferred, the condition of the acquisition asset is appropriate based upon the agreement(s), and no hidden or successor liability can be transferred to the buyer.

Proprietary, Proven Watkins Firm M & A Checklists

The Watkins Firm has its own proprietary, proven library of M & A checklists that have been refined and proven across four decades in successful mergers and acquisitions transactions here in California.  We thoroughly review, analyze and validate Warranties and Representations as well as assets, debt obligations and contingent risks and liabilities.

The books need to be thoroughly reviewed.  In some cases investigative (forensic) accountants can help to spot check the numbers, and look for signs for pause or concern.  Due diligence extends to the market of the merger or acquisition. Have there been recent developments or changes which will affect the market potential of the target going forward?  How stable and broad is the existing customer base?  Suppliers?  What key employees need to be secured during the transition and beyond to ensure the continuation of successful business?  What precautions should be put in place to offset differences in key financial and legal metrics or unforeseen liabilities?

All existing contracts must be reviewed.  Assets must be inspected and cataloged.  Many vertical markets have unique legal and technical issues which must be addressed.  Medical practices and the healthcare industry are a prime example of complex transactions due to extensive federal and state laws and regulatory compliance.

Finally, it is quite common for there to be an amount held in reserve to offset any unforeseen or inaccurate financial issues, as well as a contracted continuation of service from present owners throughout the transition to ensure ownership transfers smoothly and goodwill transfers to the new owners.

Pro-Tip: “Well, when you have a corporation for a long time, it becomes another person, a citizen, and you get credit for that corporation that corporation can sign leases, that corporation can sign vendor contracts, it can get licenses, it can do all kinds of things that have built up over the years. Whereas if you have a brand new company, you’re guaranteeing everything. So if you want to buy a company that’s already running, you don’t have to renegotiate everything and you just come over with a good shareholder agreement and a stock purchase. You can step into the shoes of a very successful company and just hope it makes a profit.

The advantage to the buyers in a stock purchase transaction is they are stepping into the shoes of the seller.  Sellers have tax advantages in selling stock. That’s always good because a stock sale on something you’ve held for a long time, it’s going to be taxed at a better rate. Also it’s a cleaner transaction. You just sell the stock, there’s still going to be due diligence and you still have to make representations and warranties about the company. So it’s still going to be your liability if you’re not honest and truthful, but you definitely would prefer to do a stock sale.

What are some of the effective strategies?  You might request a holdover, having people work across the transition. There’s always something. And as a deal maker, that’s what a transaction lawyer is. You want to come up with creative ways to get the deal done while certain contingencies wait.  We have had money and trust accounts on deals for two years while a contingency is fulfilled by the seller. So you’ll pay 2 million for a project and there’s $200,000 coming to the company, but it’s not going to come for a while. So the seller will say, well, let’s keep the $200,000 for me in escrow until the company I’m selling gets that $200,000 and we get the deal done.  Again, getting what you’re paying for, knowing that you’re getting full disclosure, Goodwill.  The risk – people taking off and forming another company and competing with you, and also not having the expertise that the seller has. So, full disclosure and expertise. Those are probably the key things we see in whether companies we acquire are successful.” – Dan Watkins, Founding Partner

Measure Your San Diego and California M & A Attorney by their Successful Transactions and Experience

If you are looking for an experienced, proven mergers and acquisitions attorney near me in San Diego or anywhere in California we invite you to review our podcast on mergers and acquisitions, as well as the strong recommendations of our clients and contact the Watkins Firm or call 858-535-1511 for a complimentary consultation today.  We are not only here to answer your questions.  We’re looking to build a strong business relationship which will serve you for months and years to come while increasing your success rate as well as the value of your bank accounts.

Meet Daniel Watkins:

Daniel W. Watkins is a true people person who sincerely listens. He cares deeply about what others are going through.  Dan enjoys digging into the facts and finding creative solutions to problems.  He contributes his insights candidly and constructively.

Dan’s interest in people make him deeply invested in every relationship and his exuberant personality makes him a true litigator. Dan fights for his clients with a fierce and calculated commitment.

Dan has practiced in the areas of business, medical practices and healthcare business, high tech/science, real estate and employment defense law since 1987. He is a trusted litigation strategist and true trial attorney with over 50 jury and bench trials to his credit. Dan has successfully represented both large companies and individuals and achieved substantial victories in well-publicized trials throughout California and the U.S.

He is experienced in business and corporate formation and administration, as well as all forms of alternative dispute resolution, including binding arbitration and mediation.

THE ROAD TO BECOMING A BUSINESS LAWYER AND LITIGATOR

Dan has almost 40 years of experience working with, for and against some of the largest insurance companies in the country. He has successfully tried and litigated cases in the areas of Healthcare Compliance, Commercial Litigation, Unfair Business Practices, Fraud, Breach of Contract, Battery, Premises Liability, Product Defect, Medical Malpractice, Discrimination, Sexual Harassment, Construction Defect, as well as Unfair Competition, Defamation, and Trade Secrets.

In December 2003, Dan commenced litigation against Health South Surgery Centers-West, Inc and its’ subsidiaries, exposing the company’s extensive mismanagement and misconduct of its’ surgery centers. Dan has also been asked by some of California’s largest municipalities and corporations to conduct legally required investigations into matters involving alleged employment discrimination and harassment.