PracticesMergers & Acquisitions
Practice area

Mergers & Acquisitions

End-to-end support on acquisitions, mergers, carve-outs and buyouts — from the first approach through due diligence, negotiation, closing and integration.

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Mergers and acquisitions are among the fastest routes to growth, letting a company skip development stages and take a stronger market position.

For young and innovative companies, a transaction is a way to attract capital, gain strategic partners and reach foreign markets — along with technology, know-how and distribution channels that would otherwise be out of reach.

For mid-sized businesses it can mean a step up: joining forces with foreign investors, or merging with a related company to expand capacity and streamline operations. For large corporations it is a way to consolidate the market, diversify and find growth through smaller, more agile firms.

Whether you are a startup looking for an investor, a family business planning an international move or a multinational strengthening its position, we support the transaction from the first contact to the post-closing obligations.

Key practice areas

What we handle

Twelve areas of work across deal structuring, diligence, financing and integration.

01

Strategic acquisitions and mergers

  • Analysis of the target company and preparation of indicative offers.
  • Transaction structure: share deal or asset deal.
  • Negotiation and preparation of the sale and purchase agreement (SPA/APA).
  • Alignment of every phase with regulatory obligations and protection of each participant.
  • Legal support in post-closing integration and monitoring of agreed obligations.
02

Due diligence

  • Comprehensive review of contracts, regulatory permits, tax and employment obligations.
  • AI support for fast document analysis and identification of risky clauses.
  • A detailed report setting out key findings and recommendations.
  • Identification of potential disputes and hidden liabilities.
  • Support in negotiations based on what the report finds.
03

Spin-offs and split-ups

  • Documentation for carving out part of a business into a new legal entity.
  • Allocation of assets, rights and obligations between the newly formed companies.
  • Advice on the tax and regulatory implications.
  • Coordination with the Business Registers Agency and other authorities.
  • Support through the transition so operations continue without interruption.
04

Joint ventures

  • Partnerships built on clearly defined rules.
  • Agreements covering rights, obligations and dispute resolution mechanisms.
  • Alignment with tax and regulatory requirements.
  • Governance models designed for transparency and efficiency.
  • Legal support for the full life of the partnership.
05

Tax advisory and transfer pricing

  • Planning of tax-efficient transaction structures.
  • Analysis of transfer pricing implications during and after the acquisition.
  • Advice on international taxation and double taxation.
  • Tax plans that keep liabilities down.
  • Continuous monitoring of tax rules relevant to M&A.
06

Capitalisation and transaction financing

  • Advice on equity and debt instruments for financing acquisitions.
  • Financing structures using convertible loans and mezzanine models.
  • Documentation for investors and banks.
  • Support in negotiations with lenders on better terms.
  • Alignment of financing arrangements with local and international rules.
07

Negotiating credit agreements

  • Preparation and review of credit and guarantee agreements.
  • Protection of the client position in covenant negotiations.
  • Support on refinancing and debt restructuring.
  • Advice on security and protective mechanisms in the documents.
  • Compliance with banking and foreign exchange regulation.
08

Receivables management and debt collection

  • Resolution of disputed receivables after a transaction.
  • Application of purchase price adjustment mechanisms.
  • Protection of creditors through negotiation and court proceedings.
  • Strategies for efficient collection.
  • Advice on credit risk management.
09

Management and leveraged buyouts

  • Preparation and structuring of management buyouts.
  • Advice on debt financing of the buyout.
  • Balancing the interests of management and investors.
  • Legal support through negotiation and signing.
  • Alignment of the process with local rules and regulatory requirements.
10

Restructuring and winding down

  • Planning and running restructuring processes.
  • Legal support in liquidation and bankruptcy.
  • Representation of creditors and debtors in proceedings.
  • Preparation of reorganisation plans.
  • Monitoring of restructuring measures for compliance with the law.
11

Merger control and antitrust

  • Assessment of whether the concentration must be notified.
  • Preparation of the filing and communication with the Competition Commission.
  • Advice on possible remedies and restrictions.
  • Support through the approval procedure.
  • Alignment of the process with Serbian and EU competition rules.
12

General corporate advisory

  • Continuous support during and after the M&A process.
  • Alignment of internal acts and corporate governance.
  • Advice on employees, contracts and integration.
  • Day-to-day corporate law support.
  • Monitoring of legislative change and updating of policies.
How we work

What working with us looks like

Four stages, from kick-off to post-closing integration.

01

Kick-off and strategy

We define the objectives and the framework of the transaction.

02

Due diligence and structure

We analyse the risks and propose the optimal model.

03

Negotiation and documentation

We draft and negotiate every agreement.

04

Closing and integration

We deliver the closing and follow the post-closing obligations.

Track record

Selected matters

A sample of recent work in the sector.

Acquisition

Acquisition of a domestic IT company

Legal support to a foreign investor, including due diligence and negotiations. Closed in four months with no regulatory obstacles.

Carve-out

Carve-out of a production unit

Prepared the legal framework and transferred contracts and employees. The business line was successfully separated and sold.

MBO

Management buyout in a technology company

Combined equity and debt financing with an ESOP for key employees. Management took ownership and continued to grow the business.

Joint venture

IT sector joint venture

Created a partnership with clearly defined rules that has remained stable long term.

What Clients Ask Us Most

How long does a typical M&A transaction take?

It depends on the size and complexity of the companies, the regulatory obligations and how quickly the parties decide. On average, standard transactions run between three and six months.

A large acquisition that requires clearance from the Competition Commission takes longer. Our job is to make the process predictable: to map the phases in advance and prevent the delays that come from administrative obstacles.

Is due diligence mandatory, and what does it cover?

Due diligence is not always legally required, but it is almost always decisive for the commercial decision. It covers contracts, financial statements, tax obligations, employment relations, regulatory permits and intellectual property.

The aim is a clear picture of what the buyer is taking on and with what risks. The findings shape the warranties and protective mechanisms, and often the price itself.

Share deal or asset deal?

Both have advantages. In a share deal the buyer takes the whole company with its rights and obligations, so the business continues without interruption but assumed liabilities carry risk.

In an asset deal only defined assets are bought, which can mean less risk but more complex contracting and transfer. The right model depends on the objectives, the tax implications and the commercial logic.

How do we protect against hidden problems after closing?

Through a combination of contractual mechanisms: representations and warranties, indemnities, escrow accounts or warranty and indemnity insurance.

These allow the buyer to be compensated where problems the seller did not disclose come to light after signing. We propose the combination that fits the transaction value and the risks identified.

Can a company restructure without entering bankruptcy?

Yes. Restructuring can be voluntary and agreed with creditors, through reorganisation of assets, debt or ownership, with no court insolvency proceedings.

This route is often faster and preserves the value of the business. Legal advisers shape the arrangement, negotiate with creditors and keep it compliant so the outcome is sustainable and lawful.

Next step

Let’s talk about your transaction

Tell us what you are buying, selling or merging and we will map the structure and the timeline.

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