M&A & Transactions Romania · CEE

M&A and transactional advisory for strategic deals

Buy-side and sell-side assistance, SPAs and SHAs, due diligence coordination, regulatory/competition filings and closing support for investments in Romania and Central & Eastern Europe.

For investors, founders, industrial groups and funds entering or consolidating their position in the region.

Why work with our M&A team

We combine legal precision with investor-facing documentation — so that what you sign can actually be financed, executed and monitored.

Full-cycle transactions

From NDA and teaser to SPA, SHA and closing protocols — one team coordinating all legal workstreams.

Regulatory-aware

We factor in competition, sectoral rules (energy, defense, IT, real estate) and FDI screening from day one.

Investor-friendly drafting

Clear risk allocation, warranties tied to DD findings, and security packages aligned with lenders.

Cross-border mindset

We work with UK, Turkish, Italian, German, CEE and Middle East investors who enter Romania through SPVs.

What we do in deals

A modular, transaction-ready set of services for acquisitions, divestments, joint ventures, project SPVs and group restructurings.

Buy-side advisory

We help investors identify the target, understand risks and negotiate the right protections in the purchase documentation.

  • Structuring of the acquisition (asset deal vs. share deal).
  • Red-flag DD and integration of technical/financial findings into the SPA.
  • Negotiation of price mechanisms (locked-box, completion accounts).
  • Conditions precedent and regulatory clearances.
  • Localisation of global templates to Romanian law & practice.

Sell-side & vendor assistance

We prepare the seller so the process is clean, documented and attractive for financial and strategic buyers.

  • Vendor DD and remediation of key issues before going to market.
  • Data room structuring and Q&A support for bidders.
  • Drafting/reviewing of process letters and NDAs.
  • Support in LOI/term sheet stage.
  • Alignment with tax and financial advisors.

Legal Due Diligence

We review corporate, contracts, real estate, regulatory and litigation to give you a clear go/no go basis.

  • Corporate and shareholding structure.
  • Title to assets and properties (including agricultural/industrial land).
  • Key commercial contracts, exclusivities and change-of-control clauses.
  • Licenses, authorizations and sectoral compliance.
  • Red-flag report with mitigation suggestions.

SPAs, SHAs & transactional documentation

We draft and negotiate the documents that make the deal bankable and executable.

  • Share Purchase Agreements (SPA).
  • Shareholders’ Agreements (SHA), governance and reserved matters.
  • Transitional services, escrow, security and guarantees.
  • Completion/closing documents and corporate approvals.
  • Alignment with financing/security documents.

Regulatory & competition clearances

We make sure the transaction can be cleared by the relevant Romanian / EU authorities.

  • Merger control assessments and filings with the Romanian Competition Council.
  • FDI screening and sectoral investment approvals.
  • Notifications in regulated sectors (energy, defense, telecom, real estate).
  • Remedies and commitments.
  • Alignment with timelines in the SPA/closing schedule.

Post-closing & integration

After signing and closing, we implement what the transaction documents require.

  • Corporate changes, share capital updates, director appointments.
  • Assignment/novation of contracts in line with the SPA.
  • Intra-group services and restructuring.
  • Monitoring of earn-out, price adjustment and indemnity mechanisms.
  • Ongoing legal support for newly acquired SPVs.

Start an M&A mandate

Tell us if you’re buying, selling, entering a JV or acquiring an SPV — we’ll map the deal and come back with the structure.

We respond quickly. You can also email us directly at contact@mhgconsulting.eu.
Thank you! We received your M&A request.

Membership & Recognition

Independent recognition and active memberships that reflect our European standards and trusted network.

Recognised: The Legal 500 — GC Powerlist
Member: British Romanian Chamber of Commerce
Member: Romanian–Italian Chamber of Commerce
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