Chapter 30: Mature Men and Mature Women
Those two guys are anxious about making money, Feng Yiping is also worried about spending money, these days, there are countless employment agreements signed by him, and the signing of each agreement means that he sends a large check.
The first legal document he signed was to form a new corporation in Delaware.
This is the first preparation that a U.S. company must make before making an acquisition, first register a company in the state where the target company is registered, and then many legal matters will be effectively resolved.
There are three modes of acquiring listed companies in the United States, merger, regular triangle merger, and reverse triangle merger, Feng Yiping's plan this time is to adopt an inverse triangle merger, simply diǎn said, that is, after the successful acquisition, the company he set up was merged into the target company, and the name and listing code of the target company remained unchanged.
Of course, there are a lot of issues involved, such as brand perception, tax consequences, and so on.
Although the company he plans to acquire this time is located in Seattle, Washington, it is also registered in Delaware.
In fact, not only the company that Feng Yiping wants to acquire is registered in Delaware, most of the large companies in the United States are registered in Delaware, Delaware, known as the corporate capital of the world, registered here, the most attractive thing is naturally tax reduction or even tax exemption, as well as its efficient judicial structure, unlike the grand jury system of other state courts in the United States, Delaware implements the first-class official system, which is more efficient.
After that, he hired Merrill Lynch, a well-known investment bank based on Wall Street and has had many good cooperations, as his financial advisor, hired Baker McKenzie, a leading firm in Chicago, the United States, and even the world in terms of corporate mergers and acquisitions, as his legal counsel, and hired PricewaterhouseCoopers as his financial and tax consultant .......
Because this acquisition is the beginning of a series of actions after that, there is no room for mistakes, so he hired some companies with special reputations, and the money thrown into it for this purpose is also extremely loud.
"Boss, this is the employment agreement of the public relations company," the secretary brought in another agreement, Feng Yiping looked at the agreement amount, tsk, it was seven figures again!
Fortunately, the company that I plan to merge and acquire does not involve monopoly, and I don't need to hire a lobbying company this time, but I don't need to hire a lobbying company this time, and I say more or less for myself ¤√dǐng¤√diǎn¤√ small¤⊕os_√ (); ↙ About some fees.
The phone rang, "Hey Merbuck,"
"Feng, how is it going?" asked the other side.
This is a very direct question.
Of course, in the previous private contacts, the board of directors of the other party was all persuaded by Feng Yiping to accept his proposal and initialed the relevant agreement, at this time the two sides acted together on some issues, which will help speed up the process.
"It's in progress, where's your side?"
The acquiring company and the acquired company do much the same work at this time.
However, unlike the company initiating the acquisition, the legal counsel hired by the acquired company must include a law firm that specializes in corporate litigation.
In the United States, almost simultaneously with the M&A case, there were various lawsuits, mainly against the shareholders of the acquired company, arguing that the board of directors of the company had breached its fiduciary duty and agreed to the terms of the acquisition that were not in the interests of the minority shareholders.
These lawsuits are usually nuisance lawsuits, which generally do not affect the overall situation, only expenses, and in order to settle, the company generally has to pay attorney fees including the plaintiff, which is an average of between $1 million and $3 million.......
In short, once an acquisition is initiated, there is really money everywhere.
"It's ready," Murdoch sounded excited and anticipatory, "looking forward to seeing each other in public as much as possible,"
"Me too,"
The next time they meet publicly will only be when the two companies announce their acquisition agreement.
At that time, it means that the biggest resistance to the acquisition, and the result of Murdoch's shareholders' meeting is that the absolute majority agrees to the acquisition.
The rest is the approval of the relevant regulatory departments of the US government, and for a company founded by Merbuck that is not large-scale, does not involve key areas, and does not have a monopoly, such approval is just a procedure and time-consuming, and there will be no twists and turns.
What's more, those investment banks and law firms that have paid high prices before will take the initiative to play a role in this.
…………
The United States has a lot of experience in related industries in this area, and three days later, in a small building that was temporarily vacated, Feng Yiping hired people from all walks of life with high salaries to assemble on time.
Whether it is the managing director of an investment bank () or the named partner of a law firm (naparnr), they are immediately ready to work.
On the contrary, Feng Yiping, who had been very busy before, was idle at this time, listening to their reports every day, or summoning their responsible persons for a meeting with Buchanan.
The working hours were longer than those days in Seattle, but the intensity was not as great as those days, and those days were the decisive days, and the effect of Feng Yiping's meeting with the board of directors over there determined the nature and difficulty of the acquisition.
The most critical problems are solved according to their own wishes, and the next work is mainly transactional, and the challenge is not difficult.
However, for Feng Yiping, a financial major, this is a rare opportunity to practice, because there will be no fewer similar actions planned, and he takes this opportunity to take turns to wander around investment banks, law firms, accounting companies, public relations companies, etc., wanting to learn as much as possible about the operation mode of these companies.
After a few days, he really learned a lot of things, or those theories in the books before, and now he finally has the opportunity to combine them with practice, and he enjoys this process.
…………
"I still have a meeting in the evening, and I can't come back for dinner, no problem, I will definitely come back as soon as possible," Feng Yiping took the phone and beckoned to the person who greeted him outside the window.
"Hi Yiping, not going to dinner?" This should be in the company, calling one's own name, a diǎn is not weird, and even Mandarin is very standard guy.
This buddy, in fact, can also be said to be an uncle, it may be more accurate to call a mature man, from the Northeast, graduated from Harvard Law School, and was hired by an internationally renowned firm like Baker Mackens when the American economy was so sluggish in the first two years, which shows his ability.
"What about you, not going to the restaurant?"
"In an hour and a half, we can go to the city to find Chinese food,"
I don't know if it was instructed by the law firm or his own intentions, these days, this Nelson Chen has always found opportunities to contact Feng Yiping in private.
There are both possibilities, their firm needs to establish a good relationship with someone like Feng Yiping, and as for himself, if he can have a good personal relationship with Feng Yiping, then this will also be his capital.
"Yes, I know a few restaurants that are quite authentic,"
"Hah, are you all there?" A beautiful Asian woman in a classic Chanel suit walked in with a smile on her face.
Nelson Chen smiled helplessly, "Hi, Amilia,"
Another law firm in the legal counsel team, a junior lawyer at O'Melveny & Melveny in Chicago, Emilia Lin.
She is from Hong Kong, moved to the United States with her mother after elementary school, and now it can be said that she has completely Westernized.
Like Chen, in the past two days, she has always been close to Feng Yiping, and she can't figure out whether it is for personal reasons or company reasons.
Emilia has mixed Australian ancestry, her skin is darker, but her facial features are exquisite, which is very in line with the aesthetics of Orientals, and there is a faint beauty mole on the right corner of her mouth, which is even more pretty.
It is especially worth mentioning that mixed-race children have advantages in some aspects, her figure is really very good, to be exact, she is a little hot, not inferior to Sister Zhiling, who has already emerged at this time
Moreover, because of habits and cultural problems, she is definitely in line with the American trend in dressing, confident and bold, and does not hesitate to show her good figure, to be fair, eating with her, her appetite should be a little better.
"Hi Feng," Emilia flicked her long, wavy hair, "where to eat at night?"
This light is very direct.
"I just discussed with Chen and planned to take him to a Chinese restaurant in the city, are you interested?"
"Okay, your recommendation will definitely not be wrong,"
"I can't really guarantee this, to be honest, in order to be able to eat regular Chinese food here, I have the idea of opening my own restaurant,"
"That's a good idea," Chen said with a smile, "As far as I know, there are more and more international students working in Silicon Valley, and many of them have struggled to management positions, and their incomes are not low, and there is a demand for this."
"You think it's good, don't you, when I'm done with this, I really want to plan well and open a very distinctive, very authentic Chinese restaurant,"
Emilia, who was sitting in the passenger seat of Yajun, let her long hair flutter in the wind wantonly, "The climate in California is more pleasant than Chicago, Yiping, do you say there are more job opportunities here?"
"I really don't know about your business, by the way, among the people who came to the law firm this time, in addition to the two of you, there is also an Asian American, is it possible that in the high-end law firms in the United States, Asians account for a large proportion?" Feng Yiping quietly changed the topic.
"That one is Smecta from South Korea," Chen said with a smile, "It's not that we have a large proportion in the law firm, but in Orpora, we have a large proportion, in fact, because of the accent, the defender generally does not hire a lawyer who still speaks English to defend."
As a judicial industry that accounts for more than a quarter of the United States, law firms in the United States divide their business into very small groups, and the largest categories are AON lawyers and Orpora lawyers, that is, litigation lawyers and corporate lawyers.
The former is to go to court to fight lawsuits, and the latter is specialized in trading, such as securities, financing, mergers and acquisitions, etc., mainly to write transaction documents.
"I see!"
"I didn't want to study business for this reason, but then I studied law for some reasons, but I was still very interested in business, and I also minored in law school and took a lot of business school courses, so I chose to be a corporate lawyer,"
"Feng, do you think there are many job opportunities for a comprehensive talent like me in San Francisco?" she continued to ask the question.
"I don't really know anything about that,"
"Do you have legal counsel?"
"Our firm hired the best law firm in San Francisco as a consultant,"
"So, do you personally need a consultant or an assistant? Your current secretary can only help you with tasks such as scheduling, and can't provide advice for your decision-making in a timely manner, but I'm different,"
She simply turned around and seriously recommended herself to Feng Yiping, "You see, I understand Chinese culture, I am familiar with American business law, and I also know business operations, so I am definitely the best candidate for your assistant,"
"That's true, if you really have such an idea, I can recommend it to some friends,"
Emilia is actually right, it is indeed very convenient to have someone like her as an assistant, but if possible, Feng Yiping will still choose Chen in the back seat.
He knows his weakness, if such a direct and bold, amorous, and charming beauty has always been by his side, it will be a torment and a test for himself, even if Huang Jingping has no opinion, he himself will oppose it.
"As for me, I actually have an assistant team in China, but I didn't bring it this time,"
"Yiping, what do you think of my prospects if I go back to China to develop now?" Chen in the back seat helped in time.
"That's naturally good, there will definitely be more and more similar cross-border mergers and acquisitions in the future, professionals like you have a lot of room to play, but it is best to work in a big firm like Baker Mackens for a few more years, accumulate qualifications and experience, and will definitely be more sought-after after returning to China,"
Emilia was a little dissatisfied with Chen interrupting her conversation with Feng Yiping, "You also have a lot of time in the United States, and you also need an assistant team, I am fully qualified for this position, for example, this time, if there is an assistant like me, I will definitely share a large part of the pressure for you, and you will definitely be more relaxed and have more time to focus on other work,"
This sister is really!
"We're already looking for a VP to manage these things, and I won't have to ask you specifically, by the way, you're both in Chicago, have you seen that before?"
"Chen, your other half, are you looking for a Westerner, or a beautiful and excellent oriental beauty like Emilia?" Feng Yiping turned defense into offense.
Not to mention, the more he looks at the two in front of him, the more suitable they become, a high-quality mature man, a sexy light mature woman, a good match!
"Huh?" Chen was a little surprised, and a little flustered, Emilia glanced at Feng Yiping coldly, and stopped talking. (To be continued.) )