25 Key Lessons Learned From M&A Transactions

Forbes
September.09.2019

Orrick’s Richard Vernon Smith co-authored an article in Forbes with Richard Harroch, an Orrick alum now serving as a Managing Director and Global Head of M&A at VantagePoint Capital Partners, and David Lipkin, a partner at McDermott, Will and Emery, that provides a number of key lessons learned from M&A transactions involving the sale of private companies.

Authors

Richard Smith Partner, Mergers and Acquisitions, Capital Markets

San Francisco

See my bio

Practice:

Mergers and Acquisitions
Capital Markets
Technology Companies Group
Japan
Taiwan

vCard

See full bio

Richard Smith Partner

San Francisco

Richard has advised on more than 500 M&A transactions and has represented clients in all aspects of mergers and acquisitions transactions involving public and private companies, including negotiated mergers, auction bid processes, cross-border transactions, distressed asset sales (including 363 sales), leveraged buyouts, tender offers and exchange offers, going private transactions, SPACs and reverse mergers, mergers of equals transactions, going dark transactions, hostile takeovers, proxy contests, takeover and activist defense, purchases and sales of divisions and subsidiaries and joint ventures. He co-authored a1,500-page book by Bloomberg, Mergers and Acquisitions of Privately Held Companies: Analysis, Forms and Agreements.

Richard also has represented clients in a wide range of SEC-registered, underwritten and privately placed stock and debt offerings, and he has assisted companies in connection with issuer tender offers (both equity and debt), recapitalizations, restructurings, share repurchase programs, and rights offerings. He regularly represents clients in the preparation and filing of periodic SEC reports, proxy statements and Williams Act reports. He also advises clients on compliance with the Sarbanes-Oxley Act of 2002, Dodd-Frank Act of 2010 and JOBS Act; reporting under and compliance with Section 16 of the Securities Exchange Act of 1934; disclosure and reporting issues; sales of restricted securities and sales of securities by insiders; universal proxy cards; and NYSE/NASDAQ rule compliance and inquiries.