Mergers & Acquisitions

M&A Talk Podcast

M&A Talk is the #1 podcast on mergers & acquisitions. At M&A Talk we bring you exclusive interviews with experts in business sales, valuations, mergers and acquisitions, and more. We talk to the most experienced professionals in the industry to uncover their secrets.

The Practical Side of M&A Deals That Law Schools Overlook

The Practical Side of M&A Deals That Law Schools Overlook

Hans Sperling

M&A Attorney

M&A attorney Hans Sperling goes beyond dry legal talk discussing the impact the human element has in M&A. Focusing on more than the legal issues, Hans talks about anticipating what can go wrong and avoiding problems throughout an M&A deal rather than just solving them. He discusses risk aversion and how this impacts a deal, the biggest and most common mistakes in an LOI, how leverage shifts during a transaction, the importance of risk allocation, and what makes a business an attractive acquisition target.

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Guest Profile

Hans is the Founder and Principal of Sperling Law Corporation, specializing in helping businesses close the best deals while also protecting their legal interests. 

Sperling Law Corp. has represented hundreds of businesses across a wide range of industries, from single-storefront retail businesses to multinational corporations. They assist their clients with domestic and international deals in a wide range of business transactions, including M&A and joint ventures, intellectual property protection, and general corporate matters. Hans advises clients on the pitfalls to avoid, looking over the horizon to protect them from potential legal problems and sealing their deals.

Hans has 20+ years of experience in corporate law and spent his first seven years as an attorney in Japan, working on large and complex international business deals.

He graduated with honors from Tulane Law School, where he was the Senior Managing Editor of the Tulane Maritime Law Journal. Before law school, he worked at the Organization for Economic Cooperation and Development’s (OECD) Environment Directorate in Paris, helping implement a major multilateral treaty.

Topics Covered

  • What is the human side of M&A law, and why is it important? [1:10]
  • How risk-averse are most attorneys, and to what extent does that relate to them being critical thinkers? [9:28]
  • At what stage of the M&A process do lawyers get drawn into the transaction? [13:09]
  • What errors can occur in the LOI (letter of intent) on the sell side? [15:37] 
  • How often do M&A lawyers come into a deal and negotiate the NDA? [18:26]
  • What are the most common mistakes that can occur when signing an M&A contract? [22:00]
  • How does leverage shift in an M&A deal? [25:30] 
  • What are the most common tools for shifting risk in an M&A transaction? [29:35] 
  • What are the markers that would be an indication that a company is well-rounded from a legal standpoint? [33:00]
  • From a legal perspective, what additional issues may arise during due diligence from an international buyer’s perspective? [38:20] 
  • Advice to business owners thinking of selling their company in the future. [40:24] 

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