Mergers, acquisitions and exit planning 

Planning the path forward when your business is ready to transact

For medtech founders and start-up owners, a merger, acquisition or exit is often the culmination of years of building and growing a business. How these transactions are structured, negotiated and documented can have a significant bearing on the outcome for founders, investors and other stakeholders. Engaging early and approaching these processes with clear commercial and legal support can help founders navigate complexity and protect the value they have worked to create.

Mergers and acquisitions

Whether a medtech business is acquiring another entity, merging with a complementary business or becoming the target of an acquisition, the transaction process involves layers of commercial, structural and legal consideration that benefit from careful management.

Work in this area may cover:

• Advising on acquisition and merger structures and the implications of each approach
• Reviewing and negotiating heads of agreement and term sheets
• Coordinating commercial due diligence and advising on findings
• Preparing and negotiating transaction documents including sale and purchase agreements
• Managing conditions, completion mechanics and post-completion arrangements
• Considering property, lease and premises obligations as part of the transaction process
• Identifying employment and workforce considerations arising from a merger or acquisition

A well-managed transaction process can help protect value and reduce the risk of complications arising after the deal is done.

Exit planning and preparation

Founders who approach an exit with preparation tend to achieve better outcomes than those who respond to an opportunity without it. Understanding what a buyer or investor will look for, and ensuring the business is structured and documented accordingly, can make a meaningful difference.

Support here may include:

• Advising on exit structures and the commercial implications of different approaches
• Reviewing existing agreements, equity arrangements and corporate documents in preparation for exit
• Identifying and addressing structural or documentary issues that may affect transaction value
• Advising on founder and investor rights in the context of a proposed exit
• Supporting preparation of the business for due diligence
• Considering the estate planning and personal wealth implications of a founder exit
• Reviewing key employee arrangements and retention considerations ahead of a transaction

Getting the business into good shape before a transaction process begins can strengthen a founder's negotiating position and support a smoother path to completion.

Founder and stakeholder considerations

Exits and major transactions affect founders, investors and key team members in different ways. Managing these interests clearly and transparently is an important part of navigating the process. For founders with cross-border arrangements or overseas stakeholders, immigration and international considerations may also be relevant.

This work may extend to:

• Advising on founder liquidity, equity treatment and payout mechanics in a transaction
• Managing competing investor and founder interests in the context of an exit
• Addressing leaver provisions, vesting and equity crystallisation on exit
• Advising on post-transaction arrangements including earnouts and transition obligations
• Considering personal estate and succession planning in the context of a significant liquidity event
• Identifying immigration considerations where key personnel or founders hold visas or have cross-border obligations

Careful attention to stakeholder interests throughout the transaction process can help avoid disputes and support a cleaner outcome for all parties.

Practical and sector-focused advice

Advice is grounded in the commercial realities of how medtech businesses and start-ups are bought, sold and transitioned. The focus is on helping founders approach these processes with clarity and confidence, supported by advice that spans the full range of legal considerations these transactions can involve.