During the 1990s Argentina received a considerable flow of investments,
as a result of a process of liberalization and stabilization in
the countrys economy. The capitals were mainly placed on equity
investments, in large and medium-size local corporations. This tendency
coincided with the privatization of state-owned utilities, which
in turn boosted the market of Mergers and Acquisitions throughout the country.
The Argentine legislation provides a number of possibilities for the acquisition
of business: a) shares, b) assets, c) going concern. Most of the
transactions in these years consisted of private purchase of the
controlling holding of shares of the acquired company, that is,
without a public offer of acquisition through the Capital Market.
This was due to the typical nature of most Argentine companies, which were family-owned.
Vitale, Manoff & Feilbogen is a leader legal advisor on this type of transactions.
In effect, the Firm has advised both acquiring and acquired companies,
following the various phases of the acquisition process and covered
each stage of the transactions: analysis and feasibility, preliminary
negotiations, intent letters, confidentiality agreements and due
diligence processes, and drafting of the relevant legal instruments.
The particular nature of each industry requires a careful study of the pertaining
governing laws. The Firm has worked in a wide range of sectors,
from the marine to the building industry, from Internet and ISP
companies, to food, oil and gas, telecommunications and mining corporations.
The Firm has experts in the valuation of businesses, and also provides advise on available
techniques for financing acquisitions. This knowledge is applied
to the Acquisition Agreements that the experts have had the opportunity to draft or review.
M&A transactions involve company registration and the recording of securities before
the supervising administrative entities, in this case the National
Securities Committee, the Central Bank of the Argentine Republic
and the National Insurance Superintendence.
The recently enacted Anti Trust laws deserve some comment. Similarly to the U.S.
antitrust system, Argentina has specific regulations for obtaining
governmental approval of transactions of a certain volume. These
laws and regulations are recent and require accurate and updated
knowledge. Members of the Firm have participated in the writing
of these rules and cooperated in its implementation. Thus, Vitale,
Manoff & Feilbogen may justifiably boast that it offers its
clients the best possible advise in this area.