Corporate M&A

Horten advises Danish and international companies on all aspects of buying and selling companies. We are an experienced advisor and partner both when it comes to buying and selling.

We are present throughout all phases of the transaction – from the strategic considerations through carrying out the sale and following up on the agreed obligations. Among other elements, we help with: 

• Drafting an offer and other preliminary documents
• Carrying out due diligence or creating and maintaining data rooms
• Participating in negotiations
• Drafting the contract
• Completion and follow-up

Throughout the entire process, Horten ensures that our clients receive sound and practical advice based on our high business ethics.

Danish and international experience

Our transaction team has participated in a large number of national and international acquisitions.

This has given us broad judicial insight and extensive practical experience in acquisitions of all types and sizes. Our clients can therefore expect qualified, fast and result-oriented advice within all aspects of buying and selling companies. 

Private and public clients

Our transaction clients are both Danish as well as foreign businesses as well as Danish authorities and public companies. Our transaction team has particular experience in privatization as well as buying and selling public companies.

Full-service advice

In most company takeovers, both buyer and seller are in need of cross-disciplinary advice. We therefore deliver full-service advice that includes the particular competencies, which such a transaction requires.

We therefore have expert knowledge within:

• Corporate law
• Stock exchange law
• Tax law

These particular areas are supplied with specialised advisory services within:

• Employment law
• Property
• Intellectual property rights
• Environment
• Public law regulations

At times, a company takeover can touch upon competition law issues. In these cases, we help with considerable expertise and experience regarding both national and EU competition regulation.

Mergers and demergers are valuable options when it comes to restructuring a company. Horten advises on mergers, demergers and restructuring of companies – including mergers and demergers according to (private) company legislation. We have experience in both national and transnational mergers.

We advise on all aspects of a restructuring cooperating with both accountants and external advisors. We contribute to a constructive process through specialized advisory services from planning the optimal structure to completion and follow-up.

Among other things, we help with:

• Planning company and group structure
• Drafting the necessary documentation
• Negotiation with the involved parties
• Representation regarding the relationship with authorities and other parties

Rarely an easy decision to begin ownership transition in a company, it can often be a long and challenging process. No matter the company size and the business foundation, an ownership transition requires great insight and clarity when it comes to the legal terms. Thorough management and market considerations are also required together with knowledge about taxation.

Horten is an experienced sparring partner for companies and company owners facing an ownership transition. Based on the specific situation, our advisors draw on strong competencies within all relevant legal areas. Our targeted approach ensures a smooth process for everyone involved, which is of great value to our clients.

We help prepare, structure and carry through the ownership transition in both private business and companies. We have particular experience in:

• Advising about the best-suited company structure – including merging and demerging companies
• Establishing holding companies, subsidiaries and funds
• Taxation approvals
• Drafting the necessary documentation
• Inheritance and taxation terms

Ownership transition can also include family-related and private economic considerations. We advise on inheritance and taxation terms and help develop long-lasting solutions for the future operations of the company.

Horten has wide experience in private equity based transactions. We advise both the buyer and the seller.

In connection with the purchase, our advice includes:

• Carrying through of the legal due diligence
• Project management
• Negotiation and drafting of all transaction documents,  including particularly the transfer agreement
• Choice of company form
• Possible delisting of the company

In the management companies, we also assist the buyer with incentive programmes for key employees and management. The advice is provided in close cooperation with our employment and labour law team.

In connection with sales, we assist the seller with: 

• Choice of transaction model
• Planning and carrying through of the chosen sales process
• Project management
• Procurement and indexation of data room material
• Establishment and maintenance of data room
• Handling of the day-to-day contact with the buyer’s advisors, including handling of requests regarding further material, information, etc.
• Negotiation and drafting of transaction documents, including particularly the transfer agreement

Since the end of the 1990s, venture capital investments have increased considerably. Being a small and scattered area, the venture capital industry has now taken root in Denmark.

Horten has vast knowledge of this area and was among other things a Founding Member of DVCA – the trade association for the Danish venture capital companies and private equity market.

Horten advises all forms of entrepreneurs or expanding companies in connection with considering and carrying-through venture capital investments. We also assist existing shareholders in this process.

We furthermore represent Danish and foreign venture capital companies in connection with investments in portfolio companies. Our advice covers all aspects of "The Venture Capital Cycle". 

Among other things, the advice includes:

• Project management
• Negotiation and drafting of all transaction documents, including particularly the investment agreement and the shareholders' agreement
• Carrying through the legal due diligence
• Incentive programmes for key employees in the target company
• Carrying through of later investment rounds
• Exit from investments – through e.g. secondary buy-out

We participate as an advisor on all levels based on our clients' requirements and the specific situation.