Latham’s clients include all of the major participants in M&A transactions, including hostile bidders and potential “white knight” suitors, as well as their debt financing sources and financial advisors, and (as described separately) very often the target companies themselves.
In the preliminary stages of a client’s evaluation of a potential unsolicited bid, Latham’s M&A lawyers:
- Assess the target company’s vulnerability to an unsolicited takeover
- Anticipate the target company's likely defensive strategies
- Analyze potential legal impediments to an unsolicited takeover, including under applicable antitrust/competition and other regulatory regimes
- Advise on a bidder’s proposed financing package, including an assessment of the target company’s debt capital structure for any required refinancing of the target company's public and/or private debt
Once a determination is made to proceed with an unsolicited bid, Latham’s M&A lawyers:
- Prepare privately proposed bids or public “bear hug” overtures
- Launch and implement hostile tender offers and related proxy contests
- Advise on compliance with applicable federal, state or foreign takeover regimes
- Negotiate debt financing commitments with potential lenders
- Assist alternative “white knight” suitors or other transaction participants
In addition, Latham’s M&A litigators are actively involved from the outset in planning for and implementing the optimal litigation strategies in connection with hostile takeover bids.