About Howland Law Firm
Howland Law Firm provide professional backing to both national and international firms to conquer their issues and problems.
These companies strive to achieve success containing perpetual pressure to succeed despite the pitfalls that could end their businesses. Corporations must also ensure that the extra pressures of correctly operating within a framework that has to take into account various aspects including: legal, financial, political, and managing complicated cross border issues.
The services we offer include: auditory, tax, and advice services, delivering multi-level financial and accounting skills with the capability of sticking to worldwide standards that have a deep embedded understanding of the market and industry.
Howland Law Firm put your business and acquisition foremost in our business ethic, we know what your targets are, and work hand in hand to achieve them.
What We Do
The Main Idea
Perhaps a rather hackneyed idiom in the mergers and acquisitions market is, “one plus one is three” but in fact it describes the mechanism rather well. In reality it really means that the shareholder value of the new firm should be over and above that of the two original entities, which should always be at the forefront of any takeover or purchase. The aim is paramount to succeed in having two companies together than two separate entities.
This philosophy engages firms, particularly when they are struggling. Successful businesses will pounce and set the wheels in motion to buy other operations to make a slicker, more competitive and cost efficient entity. Once this has been achieved, such companies tend to gather together in the prospect of opening more opportunities and bigger market share with the added benefit of being more efficient. Thus, targeted firms can see all the associated benefits to their business and normally are more than happy to be involved in a merger as the probably could not exist by themselves.
Whats the distinction between Mergers and Acquisitions
Regularly uttered in the same breath mergers and acquisitions are somewhat confused as the same thing, but in reality there are differences. When company X takes over company Y and shows clearly that it is the new owner, the purchase is called an acquisition. When this happened, the purchasee ends trading, and the purchaser enfolds the complete business, then the shares continue to be traded.
However, when a merger occurs often the two entities are of approximately the same size, then there is a mutual agreement that they merge into one new business instead of two separate ones. The precise legal terminology for this is actually a, “merger of equals”. The mechanics of this merger is that both companies shares are submitted and replaced with a completely new stock issue. An example of this is when Daimler-Benz and Chrysler agreed to merge and the new company was Daimler Chrysler was born.
Mergers of Equals is not a regular occurrence, and generally one firm will buy the other. Then as part of the deal the purchaser will allow the purchased firm to announce that it has been a merger of equals, both to save face and to keep employee moral high. When a firm is bought out it normally has a negative stigma to it, but by disguising it as a merger it carries far more positive connotations.
When the relevant two boards of directors, or owners, agree to pursue a strategy of joining together a purchase agreement may also be called a merger. However, when one of the parties does not agree to the joining, then this is clearly an acquisition.
The actual naming of a buy out or takeover really is down to the simple fact of how the deal is announced to the market and also to the shareholders, employees and directors.
After a merger or acquisition, it is imperative that a symbiosis and synergy is immediately part of the strategy of going forward. By the combining of all the best assets of both entities, this will bring efficiencies and cost savings. When a merger occurs the following benefits can be achieved:-
Staff Reductions – Nobody likes the idea of redundancies or employee losses. But if this is handled in an appropriate manner then great cost savings can be made. Things like early retirement, part time opportunities can soften the blow. The main savings can often be in top tier and middle management, but even then the former CEO can benefit from a top compensation package.
Economies of Scale – A larger business can command so much more than a smaller one in many areas, and thus save money. This could be in the field of improved purchasing power for materials, office supplies or capital equipment. Larger companies have more power at the bargaining table.
Acquiring New Technology – When a firm wants to stay ahead of the game and be competitive, they have to continuously strive to enhance their business. One credible way of doing this is by staying abreast of technological developments that are available. A larger corporation can benefit by utilizing specialist techniques from advanced smaller companies.
Improved Market Reach and Industry Visibility – Companies often merge or get bought out as the business offerings are similar. However, with the increased finance and broader spectrum of offerings this is a common reason also. When a merger takes place it can strengthen the new business with greater marketing and improved distribution, thus giving added sales avenues. The merger can also increase the new firm’s reputation in the finance world, the bigger the better as some might say, so raising future capital should be easier.
Taking all the above listed benefits into account, synergy and cooperation is not the easiest thing to achieve. It would not simply take care of itself as soon as a merger was signed. As already documented, mergers usually bring benefits, but occasionally this is not the case. In certain conditions one plus one adds up to less than three.
It is a sad fact that although the concept of synergy is a good one, it only stays in the minds of the upper management and the deal makers. The market is not easily fooled, it is quick to pick up on schemes of unscrupulous people who have much to gain from a merger, and gives the company penalties by giving it a discounted share price. Howland Law Firm are open about the reasons why a merger or acquisition might fail.
Varieties of Mergers
- There is a common link to some mergers, following are a few descriptions explanatory by the relationship between the two entities that are merging:-
Horizontal Merger – Two companies that compete in the same market, with the same product or service aimed at the same consumers.
- Vertical Merger – The purchase of a customer or supplier that is in the same field. A brewer buying a bottle maker for instance.
- Market-Extension Merger – Two businesses that supply the same service or manufacture the same product but sell them in different market places.
- Product-Extension Merger – To firms selling different goods or services but in similar markets.
- Conglomeration – Two firms selling the same goods or services to the same consumers.
The way a merger is financially funded also differentiates one type from another. Each way has certain implications for the continuing business as well as the money men:-
Purchase Mergers – This is fairly self-explanatory, it is when one business buys another. The purchase is funded with money and is also taxable. Companies purchasing others prefer this type of merger because of the possible significant tax benefits. Purchased assets may be written-up to the price that is actual with the distinction between the guide value aside from the price of the assets yearly depreciation, thus minimizing tax implications payable by the purchasing firm.
Consolidation Mergers – In this kind of deal, the firm that is formulated is new and the two separate entities are joined, with the addition that they are incorporated as one new entity under one new name. Therefore tax liability coincides with those of a purchase merger.
Sometimes a purchase could be different than a merger, perhaps just by the name of the deal. Similar to merger, acquisitions are when certain companies are looking for benefits and efficiencies of scale with added market exposure. All acquisitions must mean that one firm buys another, there is no mention of shares or any joining together as with mergers. Acquisitions can both be favourable and unfavourable.
When an acquisition happens, similar to several mergers deals outlined above, a purchaser could possibly acquire another business with cash, shares or a bit of both. Very popular on high street deals is the proviso that one company inherits the stores of the other. Company A buys all Company B’s properties for cash, this then defines that Company A will be cash rich. It is without doubt that Company B then liquidates or moves into another area of business.
A second type of acquisition is termed as a Reverse Merger, what this entails is a discount is given to a firm to enable it to become publicly listed in a very brief time span. It is a joining together when a company has good prospects and wishes to increase funding purchasing a publicly-listed shell business, often one that does not have business and restricted possessions. The company then mergers into the bigger holding company, plus they two companies finish as one new company with trading shares.
Whatever the merger or acquisition might be termed as, they all have one thing in common, and that is to create a synergy that can then be developed to enhance the new business to be better than the two former entities, all future benefits depend on how well that this synergy is managed.
Howland Law Firm have a Mergers and Acquisition Team, it has extensive knowledge learned from the statutory lawyer’s experience in many markets. The Team has empathy with the specialist needs of our clients in these markets, together with transactional advice that supports client’s goals nationally as well as internationally. Here at Howland Law Firm we are one of the primary Media Legislation practices in the nation, this also includes a Media Mergers and Acquisitions Team that functions to consult about all types of news industry type acquisitions.
One of the main functions of Howland Law Firm is to combine all our experience and knowledge into real worth to our clients, that includes our employees and our resources in various marketplaces. Our associated firms are able to assist our customers with a global network of financial and accountancy solutions, with deep embedded market knowledge.
Our value is how we interact both with clients and in our business related activity. Our values define what we stand for and how we do things, this coupled with assisting how we interact with others makes us one of the most reliable companies. This in return enables us to produce a good society, that are organizational throughout the network.
Howland Law Firm perform a role that is vital to the money markets, we are also proactive in helping to reform and develop changes within the market and to instill further confidence and good reputation. This is in a belief that business ethics and responsibility is the core of society, and it helps to focus on making a valid difference in markets that we deal.
What We Stand For
Howland Law Firm interact globally and have clients worldwide. We represent them in their business and above all protect their intellectual property. We have represented our clients in negotiations in Asia, the Middle East and Latin America. Our portfolio covers many things from global brand protection to multi-country mergers and acquisitions.
We are just as good when it comes to act on behalf a two man start up or for a Fortune 500 company. It does not really matter if it is to initiate start-ups or to facilitate seed financing, conducting initial public offerings and mergers and acquisitions, or providing strategic pre-litigation counselling and representation in adversarial proceedings, we are the first company that clients go to.
Who We Are
Our People – Our employees hail from very different backgrounds but unite together to share our values. Many come to work for Howland Law Firm to improve and learn, and as a company we profit by their enhancement and encourage learning. Utilizing this philosophy gives the business great depth, which in turn gets passed on to our clients by our excellent service, capabilities and ideas.
Our Leaders – The worldwide network of our associated companies are led by our leaders. They govern a commitment to enhance development of global services that are consistent to the level our clients expect.
Our History – The history of the company is over two hundred years old, and has a reputation for representing big names in mergers, and their own associate companies, since 1943. Howland Law Firm is a legal firm developed eight years ago by William Joyce and has dealings worldwide, with associate companies in many countries.
Our Philosophy – At the very core of our ideals is correct corporate governance. We understand that people should be accountable for the things that they do, but at the same time to stay objective and keep an independent view. This must be done whilst embracing change for the good, and to hold customers hands to also adopt the same business ethics which will by default increase their value and profits for shareholders.
The importance we place on Global Industries cannot be understated and it assists in recognizing how our client’s goes to business and also their aspirations, abilities and the resources needed to be put in place to solve their problems that stand in their way.
Howland Law Firm work to global guidelines and by our capabilities that give us industry consistency. We work all over the world to deliver our services wherever our client’s need.