Corporate & Commercial Case Studies

Sale of a leading player operating in the animal health sector   

The Corporate and Commercial team at Wilson Browne Solicitors recently advised the selling shareholders in the sale of the entire issued share capital of a group of companies operating in the animal health sector, for an undisclosed sum.

The transaction was complicated by the requirement for a part of the business (of the group) not required by the buyer to be demerged and extracted into the ownership and control of the selling shareholders as a pre-completion step. This element of the overall transaction was a complex multi-stage process designed to ensure that the demerger and extraction was fully compliant from both a legal and regulatory perspective, and also that all required tax-related considerations and requirements were addressed.

A further challenge involved the necessity for the transaction to be approved by the Competition and Markets Authority (CMA) following an exchange of contracts as a pre-condition to completion taking place.

In addition to the corporate aspects of the transaction, the advice given also involved the commercial property and employment teams at Wilson Browne both in relation to the preliminary demerger and also the main transaction itself.

The team at Wilson Browne also worked closely with the accountants, corporate finance and other advisors to the shareholders concerned to ensure that the transaction was completed smoothly and in the most tax-efficient manner.

The transaction was led by Duncan Crowther, a Partner in the Corporate and Commercial team at Wilson Browne, who commented:

We were delighted to have been selected to advise in this transaction and to have achieved all of the required outcomes for the clients concerned. It was particularly satisfying to see the seamless interaction between the various different teams within the firm, which is a real testament to the strength and depth of the commercial legal services offering of Wilson Browne. The firm’s ability to provide a complete full service offering on a regional basis really helps with the efficient completion of complex transactions such as this and makes the whole process as smooth and stress-free as possible for the clients concerned.

The Corporate and Commercial team at Wilson Browne is nationally recognised in the Legal500 and regularly advises clients on a wide range of corporate transactions, including business and company sales and acquisitions, management buyouts, company restructuring, corporate governance, franchising, intellectual property protection and commercial contracts.

Sale of a company operating a nationally recognised franchise business

The Corporate and Commercial team at Wilson Browne Solicitors has recently advised the selling shareholders in the sale of the entire issued share capital of a company holding a nationally recognised franchise business for an undisclosed sum.

The transaction involved not only the sale of the company concerned but also all of the franchise-related elements which required the detailed involvement of both the buyer and the franchisor to ensure the smooth transition and continuation of the franchise business following the acquisition.

In addition to the corporate aspects of the transaction, the advice given also involved the commercial property team at Wilson Browne in relation to the trading property occupied by the target company.

The team at Wilson Browne also worked closely with the accountants and other advisors to the shareholders concerned to ensure that the transaction was completed smoothly and in the most tax-efficient manner.

The transaction was led by Duncan Crowther, a Partner in the Corporate and Commercial team at Wilson Browne, who commented:

All company sales and purchases come with their own particular requirements and nuances, and this transaction was no different. The involvement of a nationally recognised franchise brand added an additional layer of complication to the transaction by necessitating that the requirements of the franchisor were satisfied to ensure the smooth transition and continuance of the franchise concerned following the completion of the acquisition. It was particularly helpful that Wilson Browne has the experience of acting for both franchisees and franchisors of a wide and varied nature. It is this breadth and depth of knowledge and experience which really helps with the efficient completion of transactions such as this and it is a testament to the wide-ranging scope of the commercial legal services offered by Wilson Browne.

The Corporate and Commercial team at Wilson Browne is nationally recognised in the Legal500 and regularly advises clients on a wide range of corporate transactions, including business and company sales and acquisitions, management buyouts, company restructuring, corporate governance, franchising, intellectual property protection and commercial contracts.

Sale of a renowned manufacturer and supplier of pneumatic and hydraulic products and associated components 

The Corporate and Commercial team at Wilson Browne Solicitors has recently advised the selling shareholders in the sale of the entire issued share capital of a company leading in the manufacture and supply of pneumatic and hydraulic products and associated components for an undisclosed sum.

The transaction was complicated by the additional requirement to extract certain investment property held by the target company into the separate ownership and control of the selling shareholders at the point of completion.

In addition to the corporate aspects of the transaction, the advice given also involved the commercial property team at Wilson Browne both in relation to the leasehold arrangements of the target company and also the extraction of the investment property.

The team at Wilson Browne also worked closely with the accountants and other advisors to the selling shareholders to ensure that the transaction was completed smoothly and in the most tax-efficient manner.

The transaction was led by Duncan Crowther, a Partner in the Corporate and Commercial team at Wilson Browne, who commented:

We were delighted to have been selected to advise in this transaction and to have achieved all of the required outcomes for the clients concerned. It was particularly satisfying to see the seamless interaction between the various different teams within the firm, which is a real testament to the strength and depth of the commercial legal services offering of Wilson Browne. The firm’s ability to provide a complete full service offering on a regional basis really helps with the efficient completion of complex transactions such as this and makes the whole process as smooth and stress-free as possible for the clients concerned.

The Corporate and Commercial team at Wilson Browne is nationally recognised in the Legal500 and regularly advises clients on a wide range of corporate transactions, including business and company sales and acquisitions, management buyouts, company restructuring, corporate governance, franchising, intellectual property protection and commercial contracts.

The Corporate and Commercial Team at Wilson Browne Solicitors advises on the creation of a new corporate group structure with associated shareholder investments    

The Corporate and Commercial team at Wilson Browne Solicitors has recently advised on the creation of a new corporate group structure and associated shareholder investments in relation to a business supplying professional medical services.

The transaction involved the creation of the overall group structure and governing documents, and also the provision of investment agreements for the funding of the capital requirements of the business concerned.

The matter was complicated by the regulatory requirements applicable to the professional services in question and the associated registration obligations of the companies and individuals concerned.

In addition to the corporate aspects of the transaction, the advice given also involved the commercial property team at Wilson Browne in relation to new leasehold arrangements required by the group for the operation of the business.

The team at Wilson Browne also worked closely with the accountants and other advisors to the companies and individuals concerned to ensure that the transaction was completed smoothly and in the most tax-efficient manner.

The transaction was led by Duncan Crowther, a Partner in the Corporate and Commercial team at Wilson Browne, who commented:

We were delighted to have been selected to advise in this transaction and to have achieved all of the required outcomes for the clients concerned. It was particularly satisfying to guide the clients through the entire process in a clear and jargon-free manner, including in relation to regulatory matters. The seamless interaction between the various different teams within the firm in this matter is a real testament to the strength and depth of the commercial legal services offering of Wilson Browne. The firm’s ability to provide a complete full service offering on a regional basis really helps with the efficient completion of complex transactions such as this and makes the whole process as smooth and stress-free as possible for the clients concerned.

The Corporate and Commercial team at Wilson Browne is nationally recognised in the Legal500 and regularly advises clients on a wide range of corporate transactions, including business and company sales and acquisitions, management buyouts, company restructuring, corporate governance, franchising, intellectual property protection and commercial contracts.

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