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MERGERS & ACQUISITIONS:

Mergers & Acquisitions (pre-closing):

  • We prepare a Closing Agenda (or checklist) together with a list of all assignments & schedules for which we will be responsible for.

  • We assist in all Due Diligence.

  • We assist in drafting request for due diligence documents or assisting in receiving & tracking due diligence documents.

  • We perform UCC financing statement searches and prepare UCC Chart with search results.

  • We perform other public records searches as required.

  • We prepare other documents, such as (but not limited to): Assignments, Employment Agreements, Bills of Sale, Stock Certificates, W-9’s, FIRPTA Certificate 1445, Deeds, UCC Financing Statements, etc.

  • We prepare Secretary’s Certificates, Officers’ Certificates, Mergers Certificates & Charter Amendments (name change, etc.).

Mergers & Acquisitions (corporate authorization):

  • We draft stockholders & directors’ consents.

  • We obtain long and/or short good standing certificates for all applicable entities, domestic & foreign.

  • We obtain tax good standing certificates (as required)

  • We restore to good standing (as required)

  • We order certified copies of charter.

Mergers & Acquisitions (closing):

  • We finalize documents, separate signature pages for execution and prepare correct number of signature pages for the closing.

  • We Coordinate obtaining signatures.

  • We File charter amendments, UCC financing statements and assist in fulfilling any other closing conditions

Mergers & Acquisitions (post-closing):

  • We track post-closing matters.

  • We file appropriate originals in minute book.

  • We revise closing agenda into closing index for binder.

  • We file post closing filings (i.e., trademark assignments)

  • We provide blue sky assistance (in private equity transactions)

 

 

 

 

 

 

 

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Steve Muehler:

1055 West 7th Street

Los Angeles, California 90017

Phone: (310) 779-7226

Email: Steve@SteveMuehler.com

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