M&A
• Partner search for company acquisition
• Credit report
• Negotiation and contract documentation
• Due diligence
Case study: The Client was interested in acquiring the business of a Chinese competitor, with the objective of gaining its customers and eliminating a rival from the China market. PAS-Yijie was engaged to:
• Conduct preliminary research on the target company
• Coordinate and assist in negotiations between senior management of
• the parties
• Assist with the preparation of a non-disclosure agreement and an offer
• letter
• Carry out due diligence on the target company
• Check documentation provided by the target company for the
• acquisition
The preliminary investigations and negotiations between the parties led the Client to reject the option of buying the target company and instead resulted in a conditional offer to acquire its assets, which was accepted.
The scope of the due diligence encompassed the financial, commercial, legal and human resource aspects of the target company that were material to the acquisition of its operations, in particular the client list and the service structure supporting the existing revenue stream. Costs and expenses were analyzed to the extent that they could help in providing understanding of the operations.
The resulting report showed that the business was not as healthy as the Chinese company had claimed and the client was able to negotiate a reduction of the purchase price.
Legal Procedures
• Company set-up
• Representative office registration
• Operational License modification and extension
• Company liquidation
• Trademark registration and trademark transfer
• Technology transfer agreements
• Registration of trademark license agreement
• Legal opinion on commercial contracts