Selection of transaction structure

Introduction

It is crucial for the success of any transaction to determine the optimal structure in advance, often reflecting not only the interests of the parties, but also the interests of the company whose shares are being sold. This depends not only on the discretion of […]

Share deal

A share deal is defined as a transaction involving acquisition of shares in a capital company—which in Poland means a limited-liability company (sp.z o.o.) or a joint-stock company (SA). As a result of the transaction, the buyer becomes the owner of the shares, but (apart […]

Asset deal

An asset deal means a transaction in which the enterprise of a company is acquired, or an organised part of the enterprise. The sale of specific assets may also be referred to as an asset deal, but M&A transactions generally involve an entire enterprise or […]

Management buyout (MBO)

A management buyout is a transaction in which the current managers of the company (not necessarily members of the management board as such) take control over the company by buying out a controlling stake in the company’s shares—either independently, out of their own funds, or […]

Leveraged buyout (LBO)

A leveraged buyout is a transaction in which an outside investor acquires a controlling stake of the shares of the target, using chiefly borrowed funds, with an equity investment of perhaps 15–25%. A key feature of this type of transaction is that the shares in […]

Merger

The decision to conduct a corporate merger is typically made because of the economic or market condition of the companies, in order to optimise administrative costs (bearing in mind the tax aspects) or for reasons related to restructuring within the capital group. Permissibility of merger […]