Mergers and acquisitions (M&A) is the catch-all term used to refer to the different forms for transferring or consolidating ownership of businesses and assets. Although the terms merger and acquisition are used interchangeably, they have different legal meanings. When one company (the acquirer) purchases the stock, equity interests, or assets of another company, the transaction is called an acquisition. Sometimes an acquired company continues to operate independent of the acquirer, and sometimes the acquired company ceases to operate independently and is absorbed by the acquirer. Mergers, on the other hand, are generally the combination of two companies, and result in the formation of a new company.

In Kentucky, mergers and acquisitions (M&A) are governed by state statutes, particularly the Kentucky Business Corporation Act, as well as federal laws and regulations that may apply. An acquisition in Kentucky occurs when one company takes over another by purchasing its stock, equity interests, or assets. Depending on the terms of the acquisition, the acquired company may continue to operate independently or may be integrated into the acquiring company. A merger, in contrast, involves the combination of two companies into a new entity. This process is typically more collaborative than an acquisition and requires the approval of the shareholders of both companies. The resulting entity from a merger will carry on the business of both original companies. Both mergers and acquisitions must comply with various legal requirements, including antitrust laws, securities regulations, and corporate governance standards. It is advisable for companies to consult with an attorney to navigate the complex legal landscape of M&A to ensure compliance with all applicable laws and to protect the interests of all parties involved.