Support for M&A Transactions

We offer legal support to external advisors or in-house lawyers in the coordination and closing of corporate M&A transactions. We support the necessary actions from the corporate, labor and tax point of view, notifications to public entities and to the counterparties in private contracts, before, during and after the closing.

Regardless of the overall value of an M&A transaction, its proper execution usually requires great efforts in terms of time and resources, both at the negotiation table and in due diligence and post-closing processes.

At Seegman we are used to working on transactions with a variety of parties and jurisdictions, providing support to top-tier firms, as well as negotiating and leading mid-market M&A transactions in Spain and Portugal. Thus, we can integrate with the client’s main team of advisors or in-house lawyers in the provision of our supporting services.

We add value to our work by providing our experience in the establishment and maintenance of businesses established by international investors in Spain and Portugal.

As an example, we may provide support in the following tasks.

Pre-closing tasks

  • We provide support in the execution of the due diligence following the review guidelines set by the client’s main advisors, from the analysis of information contained in contracts, licenses, forms and documentation in general, to the completion of files and reports deliverable to the client.
  • Incorporation or sale of SPVs for the execution of the operation or part of it.
  • Obtaining identification documents for foreign partners and administrators (NIE, Spanish or Portuguese NIF).
  • Execution of corporate changes to adapt intervening vehicles to the needs of the operation, such as amending the corporate purpose or switching its managing body.
  • Implementation of corporate structures and changes, including the drafting of corporate resolutions, their notarization and registration when necessary.
  • Preparation of bank compliance files, as well as opening bank accounts to ensure the receipt of funds and their management.
  • Application for tax identification numbers for individuals or legal entities.
  • Compliance actions and monitoring of suspensive conditions.

Post-closing tasks

  • Coordination on the registration of the operation and the changes it entails in the relevant registries.
  • Communications to public and private entities on corporate changes derived from the transaction, such as change of management, name, domicile, bylaws, among others.
  • Notification to workers and labor and social security authorities, as well as the transfer of workers.
  • Notification to public administrations regarding the transfer/change of control of licenses and authorizations.
  • When required, coordination of assignment of contracts and obligations.
  • Annotations in the register of partners and communication to the Commercial Registry.
  • We support the client by providing a transitional member in the administrative body, allowing the execution of the operation without the need for corporate changes.


In broad numbers, the total amount of invested capital in European companies in 2021 increased by 51% year-on-year to 138 billion euros. This amount far exceeds the levels recorded in any previous year. Investments were made in 8,895 companies, 13% higher than the average of the previous five years. Out of the companies invested in, 84% were SMEs.

Investments were concentrated in three main sectors: ICT (37%), consumer goods and services (17%), biotechnology and healthcare (15%), and business products and services (19%).

Investments in acquisitions increased by 8% year-on-year to 65 billion euros. The purchase of market shares increased by 28% to 79 billion euros. Of this value, the middle market accounted for 36%. By sector, consumer goods and services received the largest investment in buyouts (20 billion euros), followed by ICT (16 billion euros).
Venture capital investment reached 22 billion euros in 2021, up 70% from 2020. In 2021, there was venture capital investment in 5,334 companies, thus backing around 60% of the total number of companies invested in. Late-stage investments (after the start-up phase) reached a 170% increase since 2020. By sector, ICT is key, representing half of venture capital investment.
In Spain, following the liquidity crisis generated by the COVID, many investors have seen investment opportunities in reviving sectors, such as tourism. In addition, there has been growing investment in the ICT and biotechnology and healthcare sectors. This wave of investment has not discriminated between SMEs and large companies. Thus, investment opportunities may arise not only in the segment of large and medium-sized operations, but also in small operations with a value of less than 5 million.
The small deals market allows the channeling of surplus liquidity from less common investors in corporate acquisition transactions such as family groups, mid-market companies and individual investors, but also allows companies experienced in executing M&A transactions to carry out strategically selected small transactions under the advantageous conditions offered by a buyers’ market.

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