Christopher N. Davis, JD, LLM Tax Law
Mergers & Acquisitions
Mergers and acquisitions are among the most complex transactions in business law. As a Tennessee mergers and acquisitions lawyer, Chris Davis brings the experience, attention to detail, and strategic thinking your deal demands.
Whether you are acquiring a competitor, selling your life's work, or merging with a strategic partner, the stakes are enormous. A poorly structured deal — or one with inadequate due diligence — can expose you to liabilities you never anticipated and returns far below what you deserve.
Chris guides clients through every stage of the M&A process: from initial deal structuring and letter of intent through due diligence, definitive agreements, and closing. His background in tax law, through his LLM in Taxation, gives him a distinct advantage in structuring transactions to minimize tax consequences for buyers and sellers alike.
The Davis Firm serves business owners, investors, and entrepreneurs — wherever they are located — who need experienced M&A counsel for deals involving Tennessee businesses, assets, or interests. No large firm overhead. Direct access to Chris from day one.
Most transactions follow a similar arc: letter of intent, due diligence, purchase agreement negotiation, and closing. For smaller businesses, the process typically takes 60 to 180 days depending on complexity. Due diligence — the period where the buyer examines the business's financials, contracts, liabilities, and legal standing — is where most deals succeed or fall apart. Having experienced legal counsel from the beginning protects you at every stage, whether you're buying or selling.
The structure of the sale — asset sale versus stock sale — has significant tax consequences for both buyer and seller. An asset sale is generally more favorable for buyers; a stock sale may be more favorable for sellers. How the purchase price is allocated across different asset categories also affects your tax liability. Chris holds an LLM in Taxation from the University of Alabama, which means he brings a level of tax sophistication to M&A transactions that most general practice attorneys cannot.
Business valuation depends on your industry, revenue, profitability, customer concentration, existing contracts, and a range of other factors. Common methods include a multiple of EBITDA, discounted cash flow analysis, or asset-based valuation. Sellers often overestimate value; buyers often underestimate it. Chris works with clients to establish a realistic and defensible valuation position before negotiations begin — which is critical to structuring a deal that actually closes.
A signed letter of intent moves the transaction into due diligence, where the buyer examines the target business in detail — financials, contracts, liabilities, employee matters, and legal standing. Simultaneously, the parties begin negotiating the definitive purchase agreement. This phase is where most deals either solidify or unravel, and having experienced legal counsel reviewing every document and flagging risk is essential. Chris guides clients through each step to keep the process on track toward closing.
Every matter starts with a conversation. Reach out today and let's discuss how The Davis Firm can help.
