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Practice

Merger & Acquisition

Private M&A
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Private M&A refers to transactions where the target company is private (i.e. its stock is not publicly traded on Bursa Securities).

HAEME LEW Private M&A team is among the most active and diversified in Malaysia.  We work closely with our clients to assess and manage risks, and complete transactions in a manner that will help our clients achieve their goals. We pride ourselves on providing a practical, innovative, and cost-effective approach, no matter the size of the client or the complexity of the deal.

We act for buyers, sellers, targets, investors, and shareholder groups ranging from multinational corporations to professional service firms to family businesses and their shareholders. In addition, financial institutions, private equity, and venture capital firms are among our long-standing clients. Apart from mergers, acquisitions, and divestitures, our team assists with spin-outs, management buy-outs and investments, and private equity or venture capital.

Whether the transaction is local or international in scope, HAEME LEW lawyers can help. One of the hallmarks of our practice is our ability to assemble multidisciplinary teams, including experienced lawyers in tax, competition (antitrust), intellectual property, regulatory, labour & employment, governance, securities, environment or real estate. Our approach is fully integrated and we provide strategic advice to ensure that risks are identified and managed.

Public M&A
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Public M&A refers to transactions where the target company is publicly listed on Bursa Securities.

HAEME LEW Mergers & Acquisitions Practice team of dedicated and experienced public M&A lawyers focuses on client goals and objectives and exceeds expectations.

Because no two M&A deals are alike, we structure transactions to meet our clients’ unique objectives. Identifying all potential issues and regulatory requirements at an early stage allows us to propose solutions to meet these objectives.

Our public M&A lawyers are expansive, including negotiated acquisitions and divestitures, contested transactions, leveraged buyouts, spin-outs, recapitalizations, joint ventures, strategic alliances, and proxy contest, and take-over defence planning.

Divestitures
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There are many reasons why a company is disposing of its own assets or subsidiaries. Some may be because of financial problems, restructuring and reorganisation, cost reduction, not being profitable, or getting higher revenue for the current year.

At HAEME LEW, we tailor our expertise to suit your business needs and we advise our clients on the wide array of legal issues arising from their pursuit of strategic and commercial success, from day-to-day operations through to strategic initiatives and complex transactions that transform the business.

The right deal can help keep our clients ahead of the competition, creating sustainable value long after the close. Transformation comes from confidently divesting the right assets at the right time. Together, we work to minimize disruption and move our clients' businesses forward efficiently. It is an insight-driven approach, a transparent and connected experience, and digitally-enabled deals specialists.

 

A simple concept that takes expertise and experience to deliver. Our digital deal experience creates a seamless, and connected client experience. And a tailored approach provides the unbiased, transparent insights you need to understand your best possible options, all at deal speed

Special Purpose Acquisition Companies (SPAC)
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Investors and sponsors with an industry focus are increasingly forming special purpose acquisition companies (SPACs) as an alternative way of raising funds, through an initial public offering, prior to buying an operating company.

 

SPAC management teams typically target an industry or sector, but not a particular company, before the IPO. Once a SPAC goes public it has a set time frame, usually 18 to 24 months, to use its funds to acquire a target (de-SPAC), or else return the funds to its investors. The SPAC structure represents a careful balance between investor protection and an effective acquisition tool in providing benefits to investors, sponsors, and sellers of target businesses.

SPACs represent an alternative to the traditional IPO, offering a source of financing and an efficient route to go public that may be a better fit for certain companies. SPAC IPO pricing is often simpler in the front end because the value of a SPAC’s share is equal to the money in its trust. Credible sponsors with significant assets under management are increasingly executing larger SPAC IPOs and de-SPAC transactions, successfully acquiring significant operating businesses in the process.

HAEME LEW is especially well-positioned to guide SPACs throughout their life cycle. Successful SPAC transactions require careful planning and execution, from formation to IPO, the subsequent business combination, and then onto life as a public company. Our team leverages our experienced lawyers in capital markets, M&A private equity, public company representation, and tax capabilities to deliver seamlessly coordinated, full-service advice and representation to SPACs, their sponsors, underwriters, and M&A participants. We couple our SPAC advice with deep industry-specific knowledge and complementary practice support to provide unparalleled insight and commercially focused counsel.

M&A Authority's Approval and Clearance
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Generally, no approval or clearance from any authority is required for any merger and acquisition transactions in Malaysia. However, certain sectors are still required to obtain approval and clearance from their governing authorities, such as the financial sector (approval from the Bank Negara Malaysia), and civil aviation sector (approval from the Malaysian Aviation Commission).

Nevertheless, it is never too cautious or troublesome for companies to check whether their M&A transactions are in violation of competition law in Malaysia. 

Our M&A Practice helps clients anticipate, prepare for, and persuasively address questions authorities or antitrust enforcers are likely to raise about a deal.

Legal & Compliance Advisory
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Because no two M&A deals are alike, we structure transactions to meet clients’ unique objectives. Identifying potential issues and regulatory requirements at an early stage allows us to propose solutions to meet these objectives. This, along with the collective insight from hundreds of deals across our firm, is what creates value for our clients.

 

Our clients range from start-ups to industry leaders and include private equity funds, strategic buyers, boards of directors and independent committees, professional service firms, family businesses, and their shareholders, as well as public companies listed on stock exchanges throughout the world. We advise shareholders, boards, special committees, and management in public and private financings, acquisitions and divestitures, proxy contests, capital reorganizations, and management buy-outs.

 

We have expertise in a variety of industries, including mining, energy, transportation, agribusiness, financial institutions, investment funds, telecommunications, and technology.