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 Wisconsin, mergers and acquisitions (M&A) are governed by state statutes, particularly the Wisconsin Business Corporation Law, as well as federal regulations. An acquisition occurs when one company, the acquirer, purchases the stock, equity interests, or assets of another company. Post-acquisition, the acquired company may continue to operate independently or may be integrated into the acquiring company's operations. In contrast, a merger typically involves the combination of two companies to form a new entity. The legal process for M&A in Wisconsin requires compliance with various procedural steps, including the approval of the transaction by the board of directors and shareholders of the involved companies, filing appropriate documents with the Wisconsin Department of Financial Institutions, and adhering to antitrust laws and other federal regulations. It is important for companies to consult with an attorney to navigate the complex legal landscape of M&A to ensure compliance with all applicable laws and regulations.