We are specialists in mergers and acquisitions and related practice areas, including joint ventures, minority investments, and other areas relevant to M&A. The CapKey Advisors team is an exclusively "partner"-level team, with many decades of legal, business and transactional experience, a long history of collaboration, deep tactical and strategic savvy, and expert judgment. As senior, seasoned M&A advisers, we are generalists as well as specialists – specialists in transaction process, and generalists because in buying and selling companies we necessarily touch all of the areas that make up a company and because the transactional process involves multiple areas of corporate practice. Our mission is to provide the keystone advice and support needed to hold the arch of a transaction together and bring it to the capstone of completion. CapKey Advisors founder Rod J. Howard is a perennial Northern California "Super Lawyer" in M&A.
We have no inexperienced junior lawyers or "associates" learning by trial and error at your expense. (We were all associates once, and we all had to cut our teeth – just not now and not on your nickel.) Where a transaction requires additional resources or expertise, our decades of experience and deep roots in M&A give us an extensive book of professional contacts, and our structure gives us the flexibility and independence to team with outside specialists and support selected for how they meet client needs and deal needs, independent of organizational affiliation.
On the buy-side, we have handled complex, multi-party, cross-border and domestic transactions. Those transactions include stock purchases, asset acquisitions, mergers, acquisitions of distressed businesses, and other forms of business combinations. Our work has covered the full spectrum of the deal process, from the identification and screening of potential targets and the initiation of discussions, through preliminary transaction structuring and due diligence, to the drafting and negotiation of agreements, procurement of consents and approvals, management of the pre-closing period and the closing process, and assistance with post-closing matters. On the sell-side, we have advised on all phases of the sale process, from pre-sale positioning and the development of long-term exit strategies, to the management of the sale process, the negotiation of definitive agreements, and the completion of the transaction.
We have advised on corporate structuring and restructuring matters, with an eye toward maximizing value and marketability.
As counselors to senior management, boards, and investors, we regularly advise on issues involving fiduciary duties, both in the context of specific transactions and in broader non-transactional contexts.
As M&A advisers, we have regularly acted as separate counsel to senior executives and management groups on matters related to their individual interests in corporate transactions. In that role, we negotiate retention, exit and transition arrangements, and advise on post-closing rights and obligations. We also advise on carve-out plans and other incentive arrangements to align the interests of the constituencies that are needed to get to agreement and closing and then to make the transaction successful.