Corporate & Business Transactions Entrepreneurship Through Acquisition

Our attorneys have extensive experience representing clients engaged in Entrepreneurship Through Acquisition (“ETA”). The firm’s ETA clients include traditional search funds, self-funded searchers, and independent sponsors across a wide variety of industries, including funds focused on acquisitions of professional service firms, technology and software businesses, and other lower-middle market industry segments. We routinely provide advice, guidance, and ETA legal support for entrepreneurs regarding tax-advantageous acquisition vehicle structures, due diligence, unique equity structures, platform and add-on acquisitions, and exit transactions, together with advice regarding day-to-day legal needs.

Following a successful acquisition, many of our ETA clients rely on Hinckley Allen’s deep experience in tax, intellectual property, employment and employee benefits, and data privacy (among others) to support the legal needs of these newly acquired businesses. In this way, our firm is able to provide consistent support to our ETA clients as owners of businesses in order to help protect their significant investment through exit.

Services

• Acquisition Vehicle Structures: our tax and corporate attorneys assist ETA clients with structuring their acquisition vehicles to ensure flexible equity concepts and governance terms, and provide related advice regarding equity raises.
• Transaction Advice: we provide advice and guidance through all stages of the transaction life cycle, from Letter of Intent through closing, working collaboratively with opposing counsel to meet the parties’ shared goal of a successful transaction.
• Ongoing Outside Counsel Services: we provide routine outside counsel services to owner-operators following acquisition, such as contract review, employment legal compliance, employee compensation and incentive plan services, and intellectual property protection and support.

Some of our recent ETA-related transactions include:

• Represented independent sponsor in acquisition vehicle formation and equity raise in connection with its platform acquisition in the repossession industry.
• Represented a self-funded searcher in the acquisition of a New England-based commercial kitchen maintenance company.
• Represented a traditional search fund in the acquisition of a multi-state, multi-site maritime training school in the southeastern United States, as well as subsequent add-on acquisitions and the purchase of business premises real estate.
• Represented a traditional search fund portfolio company specializing in battery and electronics distribution in its sale to a newly formed U.S. subsidiary of an international company.
• Represented a traditional search fund in the acquisition of a tribal management services software provider.
• Represented an independent sponsor in acquisition vehicle formation and equity raise matters, as well as the acquisition of a professional services firm.
• Represented an independent sponsor in the acquisition of a managed care/payor software provider.

Hinckley Allen lawyers are well-versed in supporting entrepreneurship through acquisition and are committed to providing strategic guidance to search funds and independent sponsors seeking to embark on the journey of business acquisition, ownership, and growth.