Best Practice: Key Documents Needed to Launch a Law Firm Merger/Acquisition/Sale Initiative
Asked and Answered
By John W. Olmstead, MBA, Ph.D, CMC
Q. Our firm is a 5 attorney firm in Detroit with three partners and two associates. The three partners are 79, 72, and 67 respectively. All three are considering succession and exit options. While internal succession is an option the firm has had a few merger chats with larger firms - on isolated unplanned occasions. We are having problems getting focused and generating interest from other firms. Is there a suggested process and or documents that we should prepare to generate interest and properly package our firm?
A. I suggest that you start by preparing an offer package that can be provided to other firms that you may approach directly or indirectly. A good offer package consists of the following:
- A firm profile (without identity for some presentations)
- Nondisclosure Agreement
- Detained Offering Memorandum (Confidential Descriptive Memorandum)
The Offering Memorandum
Tells the firm's story
Provides relevant facts other firms want to know including:
- Legal structure of the firm
- Ownership & Governance
- Key Management
- Organizational Chart
- Client Breakdown
- Practice Areas/Mix
- Historical Financial Performance
- Potential Growth Opportunities
- Potential Synergies or Economies of Scale
- Proposed Deal Structure
The firm profile is the first point of contact with potential buyers/merger partners. It summaries the key points and describes the firm without revealing any identifying information. If an interested party wishes to go to the next step a nondisclosure agreement is executed an a offering memorandum with more specific information is then provided.
Using tools such as these can help you focus your effort, cast your firm in its best light, and reduce wasted effort on the part of all parties.
John W. Olmstead, MBA, Ph.D, CMC, (www.olmsteadassoc.com) is a past chair and member of the ISBA Standing Committee on Law Office Management and Economics. For more information on law office management please direct questions to the ISBA listserver, which John and other committee members review, or view archived copies of The Bottom Line Newsletters. Contact John at firstname.lastname@example.org.