Transactions, Equity and Capital Structure
DRG represents buyers, sellers, companies and business owners in acquisitions, dispositions and other significant transactions involving privately held businesses. We also advise on the ownership and capital structures that result from those transactions.
Our role extends through every stage of the transaction, from initial structuring and negotiation through due diligence, financing, closing and the issues that arise after closing.
DRG advises clients on asset and equity transactions, letters of intent, purchase agreements, due diligence, financing arrangements, seller obligations and related transaction documents. When a transaction also involves real estate, commercial lending or a restructuring of existing ownership, DRG can coordinate those components within the same firm.
We also advise companies and their owners on redemptions, internal buyouts, ownership transfers, recapitalizations and succession transactions.
Equity and Capital Structure
How a company is capitalized can matter as much as who owns it. DRG advises companies, owners and investors on common and preferred interests, preferred returns, liquidation preferences, investor rights, conversion provisions, dilution protections, capital contributions, distribution priorities and the governance rights that accompany an investment. We work closely with our clients' financial and accounting advisers so the legal structure reflects the economics the parties intend.
These provisions do more than establish percentage ownership. They determine who controls the company, how and when cash is distributed, who must contribute additional capital, how economic risk is allocated and what each owner receives when the company is sold or its ownership changes.