This practical guide to the mergers and acquisitions market is designed for the buyers and sellers of companies, and their advisors and associates. The entire spectrum of the M&A transaction, from analyzing projected financial gain to structuring documentation, is covered. Written for those already involved in M&A deals or for those considering a move in that direction, this work covers the mechanics of the deal from start to finish. It also: provides an overview of tax and accounting considerations; covers the competing objectives and viewpoints of buyer and seller; and explains how to draft definitive legal documents.
Andrew J. Sherman is a partner at Jones Day in the Washington, DC office (ajsherman@jonesday.com) and focuses his practice on issues affecting business growth for companies at all stages, including developing strategies to leverage intellectual property and technology assets, as well as international corporate transactional and franchising matters. He has served as a legal and strategic advisor to dozens of Fortune 500 companies and hundreds of emerging growth companies.
Andrew has represented U.S. and international clients from early stage, rapidly growing start-ups, to closely held franchisors and middle market companies, to multibillion dollar international conglomerates. He also counsels on issues such as franchising, licensing, joint ventures, strategic alliances, capital formation, distribution channels, technology development, and mergers and acquisitions.
Andrew's practice involves general corporate law, franchising, emerging business, mergers and acquisitions, intellectual property transactions, and capital formation. He has served as securities counsel on a wide variety of private and public offerings and as transactional counsel to buyers and sellers in mergers, acquisitions, spin-offs, leveraged buyouts, acquisitions of and reorganizations for chapter 11 companies, and management buyouts. He prepares, negotiates, and reviews loan proposals and general corporate and business agreements such as shareholders agreements, extensive employment contracts, distribution and sales agency agreements, joint venture agreements, technology transfer agreements, and related corporate documentation.
Andrew has served as counsel in a diverse range of business industries, including high-technology, specialty retailing, consumer electronics manufacturers, restaurants, automotive aftermarket services, Internet service providers, database management companies, financial services and venture capital, communications, manufacturing, health care services, recreation and entertainment, transportation, and computer services. He also has served as counsel on international corporate matters in more than 30 countries.
Andrew is a member of the American Bar Association, the Association for Corporate Growth, the Licensing Executives Society, International Franchise Association, the board of directors of the National Foundation for Teaching Entrepreneurship, and the board of advisors to the National Commission of Entrepreneurship. He also is general counsel to the Young Entrepreneurs Organization and serves on the Executive Biz Potomac Officers Council. He serves as an adjunct professor in the M.B.A. programs at the University of Maryland and at Georgetown University.
Andrew is author of 17 books on the legal and strategic aspects of business growth, franchising, capital formation, and the leveraging of intellectual property. He has written many articles on similar topics for a variety of trade and business publications. He is a frequent speaker at conferences hosted by organizations such as the Council of Growing Companies and the International Franchise Association. He regularly appears as a guest on programs such as CNN's "Managing and DayWatch," NPR's "Talk of the Nation," and CBS News Radio, among others. He is frequently interviewed on legal topics by The Wall Street Journal, USA Today, Forbes, U.S. News & World Report, as well as by many other renowned publications.
Honors and Distinctions
Ranked in the 2007 and 2008 editions of Chambers USA: America's Leading Lawyers for Business as a leading individual in the area of corporate/M&A and private equity for the District of Columbia; received the University of Maryland at College Park's Krowe Excellence in Teaching Award for his "wealth of practical experience in venture creation and financing" and "ability to inspire students and get them excited about entrepreneurship" in 2008; and named to the Greater Washington "Legal Elite" list by Washington SmartCEO in 2006.
