All About Earnouts
Earnout Basics An earnout is a transaction mechanism where the buyer agrees to pay additional consideration to the seller post-closing that is contingent on the target’s future performance, milestones, or events. Earnouts serve several crucial purposes in M&A deals: Key Terms in Earnout Negotiations Several critical terms must be decided upon when negotiating an earnout […]
Getting Ready for the Get Ready: Selling a Business
I hope the cheesy photo grabbed your attention because overlooking key legal aspects of an M&A deal can lead to delays, disputes, or even derail the deal entirely. Here’s a breakdown of the most important legal considerations: 🧾 1. Business Structure and Ownership 📑 2. Due Diligence Preparation 📜 3. Contracts and Assignability 🧠 4. […]
The ABCs of LOIs in M&A
Letters of Intent are generally intended to be non-binding documents setting forth the general terms of a prospective transaction between a buyer and seller. The LOI should also contain a roadmap explaining how and when the parties can reach their final agreement. Well-drafted LOIs also make unambiguous statements that protect the parties from unintended and […]
