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Corporate Sales Transactions Purchase Agreement Selling a Business

Jones Day

Earnouts in M&A Transactions: Recent Decisions From Delaware

Jones Day on

In 2024, Delaware courts issued multiple instructive decisions on earnout provisions in life sciences M&A transactions. ...more

Mayer Brown

A Delaware Law Alert: M&A Disputes

Mayer Brown on

Two recent Delaware Superior Court opinions are essential reading for M&A practitioners drafting language with respect to how disputes related to purchase price adjustments, earnouts, and other accounting-related...more

Goulston & Storrs PC

Key Takeaways: 2023 ABA Private Target Mergers & Acquisitions Deal Points Study

Goulston & Storrs PC on

The Private Target Mergers & Acquisitions Deal Points Study (“the Study”) is published on a bi-annual basis by the Market Trends Subcommittee of the ABA Business Law Section’s M&A Committee, which I am happy to serve on. The...more

Goulston & Storrs PC

Target Counsel Legal Opinions (UPDATED)

Goulston & Storrs PC on

Market Trends: What You Need to Know - One of the most pronounced practice-related trends in private company merger and acquisition transactions is the near-disappearance of target legal opinions as a closing deliverable. ...more

Goulston & Storrs PC

The 'Materiality Scrape'

Goulston & Storrs PC on

Market Trends: What You Need to Know - Over the past 15+ years covered by the ABA studies, materiality scrapes have morphed from being a somewhat uncommon provision, seen in about 14% of transactions in 2005, to...more

Farrell Fritz, P.C.

The Earnout in Sales Transactions

Farrell Fritz, P.C. on

What’s the Purchase Price? If you advise me that you are selling your business for $32,000,000 and that $5,000,000 of the $32,000,000 will be paid through an earnout, my response to you is that you are selling your...more

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