Mergers, Acquisitions and Transactions

We advise buyers and sellers of businesses in a wide variety of situations, from tax free mergers and acquisitions, to strategic, and cash versus stock. We advise a diverse set of clients from buyers or sellers of family businesses, all the way up to complex deals involving multiple parties and millions of dollars. Our firm is unique in the fact that we can handle the entire transaction, from letter of intent to closing, including all corporate and tax work. We advise our clients from the beginning developing strategy and throughout the acquisition process and structuring through due diligence, negotiation, closing and integration.

For over thirty years, MJPR has advised business people, attorneys, physicians, real estate developers, business brokers and accountants all throughout California on tax-advantaged acquisitions and dispositions. Although we sometimes advise solely on the tax aspects of a merger, disposition or acquisition, we more frequently take a larger role, handling all corporate aspects of the transaction as well.

One basic rule to keep in mind is the importance of tax planning very early in the process of offer and negotiation. The tax structure of a transaction has a direct bearing on the purchase price and other essential economic variables of the deal. Without a clear understanding of the tax issues and the tax consequences of different alternative structures, the parties cannot intelligently negotiate the key terms of the deal. When the parties attempt tax planning after reaching an agreement, it is often too late to repair the damage.

MJPR has long provided sophisticated tax advice to individuals and business entities that are in the process of acquiring or divesting businesses. We have decades of experience in corporate formation, mergers and acquisitions, dispositions, leveraged buyouts, recapitalizations, and spin-offs. We also provide counsel to our clients on the tax aspects of significant internal corporate matters, such as restructurings, advising on tax reporting positions, and reviewing proposed transactions. We advise our clients on the tax implications of transaction alternatives, design and develop tax-advantageous deal structures, and draft and negotiate the tax provisions of related transaction documents.