News & Analysis as of

Private Equity Contract Terms

Pillsbury - Propel

Asset vs. Equity Deals in M&A: Strategic and Legal Perspectives

Pillsbury - Propel on

Mergers and acquisitions (M&A) play a pivotal role in driving corporate growth, enabling strategic restructuring, and unlocking ownership value. ...more

Dickinson Wright

Friendly PC Model: 3 Key Ancillary Agreements for CPOM Compliance

Dickinson Wright on

With the rebound of private equity (“PE”) activity in healthcare across the United States, the Corporate Practice of Medicine and Dentistry (“CPOM” or “CPOD”) has likewise experienced renewed focus by state legislatures and...more

Bradley Arant Boult Cummings LLP

Private Company Investments Are Attractive, But Not All That Glitters Turns into Gold: Put a Buy-Sell Agreement in Place

In the final quarter of the year, many private companies will accept new investments that accelerate their growth. But new investments are not guaranteed to create lasting relationships, and that may be the case when new...more

Stevens & Lee

Watching Your Back: Protections for Physicians in MSO Transactions

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Management Services Organizations (MSOs) have established themselves as a commonplace structure in health care transactions, promising to streamline administrative functions in medical practices, such as billing, human...more

Troutman Pepper Locke

Delaware Court of Chancery Invalidates Noncompete Provision Found in Typical Sponsor Equity Documents

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In Weil Holdings II, LLC, v. Jeffrey Alexander, DPM, the Delaware Court of Chancery struck down a noncompete provision contained in the LLC agreement of a sponsor-backed portfolio company, finding the provision unreasonable...more

Bradley Arant Boult Cummings LLP

Beware of Wolves in Sheep’s Clothing: Accepting PE Investments May Create Unforeseen Problems for Private Company Majority Owners

As private companies grow, they need to secure capital to support their efforts to provide more (and/or better) products and services to their clients. The need for emerging companies to obtain growth capital often leads the...more

Fenwick & West LLP

Convertible Notes & SAFEs: Still Popular, But Terms Are Tightening

Fenwick & West LLP on

Convertible instruments held steady in Q1 2025, but the terms are shifting in favor of investors. Interest rates on convertible notes rose by 200 to 300 basis points, and discount rates climbed as high as 10.5 percentage...more

DLA Piper

Understanding the Impact of MOICs on MFN Provisions in Private Credit Transactions

DLA Piper on

The Most Favored Nation (MFN) provision in a loan agreement is a lender protection mechanism that is typically seen in credit facilities permitting an uncommitted incremental facility. The MFN provision, a term originating...more

Jenner & Block

Delaware Court Upholds Contractual Freedom in Dismissal of CityMD Merger Challenge

Jenner & Block on

In a landmark decision with far-reaching implications for private equity-backed ventures and minority investors in Delaware limited liability companies, the Delaware Court of Chancery dismissed a lawsuit brought by former...more

Mintz

[Podcast] Mintz On Air: Practical Policies — A Private Equity Non-Compete Primer

Mintz on

Member Jen Rubin is joined by Associate Tom Pagliarini to discuss the strategic use of restrictive covenants in private equity transactions. This episode is part of a series of conversations designed to help employers...more

Mintz - Employment Viewpoints

Mintz On Air: Practical Policies — A Private Equity Non-Compete Primer

Member Jen Rubin is joined by Associate Tom Pagliarini to discuss the strategic use of restrictive covenants in private equity transactions. This episode is part of a series of conversations designed to help employers...more

Goodwin

Convergence and Flexibility: LP Clawback Provisions in Private Funds

Goodwin on

A majority of private fund managers set the clawback limit at 25%, but they calculate the clawback differently depending on fund type. Limited partner (LP) clawback provisions enable fund managers to call back previously...more

A&O Shearman

Creative deal structures help life sciences innovators ride out the macro storm

A&O Shearman on

Globally, market volatility has eroded confidence and subdued M&A activity. A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while...more

DarrowEverett LLP

Your Business's Growth Blueprint: Why Solid Legal Documents Matter

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Every successful business owner has ambition to grow, scale, and take his/her company to the next level. However, there’s one critical, often overlooked aspect that can make or break a business’s ability to get to that level:...more

Kilpatrick

8 Key Takeaways | Navigating Operating Agreements: Material Terms and Best Practices

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At a recent Association of Corporate Counsel (Charlotte Chapter) event, Kilpatrick’s Mikail Clark presented on the topic of “Navigating Operating Agreements: Material Terms and Best Practices.”...more

Quarles & Brady LLP

Oregon Enacts Legislation Placing Parameters on PE Involvement in Professional Medical Entities

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Oregon has put itself on the map as the first state to follow through with its efforts to curtail private equity (“PE”) control over professional medical entities (“PMEs”). Quarles has been reporting on increased efforts by...more

Whiteford

Private Company M&A - Reverse Diligence: Questions Sellers Should Ask of Bidders

Whiteford on

When selling a private company, Sellers understandably focus on providing bidders with a comprehensive data room packed with detailed documents and information about every aspect of their business. They expect bidders to pore...more

King & Spalding

Oregon Enacts Further Restrictions Against Private Equity Investment in Medical Practices

King & Spalding on

Last week, Oregon enacted into law SB951, which strengthens Oregon’s corporate practice of medicine doctrine by implementing greater restrictions on arrangements between medical practices and management services organizations...more

Goulston & Storrs PC

Rethinking Liability Management in Club Deals and Direct Lending: Lessons from the Fifth Circuit’s Serta Ruling and Beyond

Goulston & Storrs PC on

On December 31, 2024, the Fifth Circuit Court of Appeals (the “Court”) struck down the controversial 2020 “uptier transaction” executed by Serta Simmons Bedding (“Serta”). The Serta case and several other state court and...more

Cadwalader, Wickersham & Taft LLP

Debt by Design, June 2025 - Permitted Indebtedness

Before a subscription lender can enter into a subscription credit facility with a fund, the subscription lender will need to review the limited partnership agreement (“LPA”) of such fund to confirm the LPA allows for...more

Hogan Lovells

New Oregon CPOM law takes aim at “Friendly PC” arrangements

Hogan Lovells on

On June 9, 2025, Oregon enacted Senate Bill 951, which strengthens Oregon’s existing prohibition on the corporate practice of medicine (CPOM) by limiting the scope of permissible arrangements between professional medical...more

Cozen O'Connor

LOIs in M&A Transactions: Striking the Right Balance Between Commitment and Flexibility

Cozen O'Connor on

A letter of intent (LOI) or term sheet tends to be the first substantive document for an M&A transaction. It outlines the key terms and mutual understanding between a buyer and seller while they progress through due diligence...more

Proskauer - The Capital Commitment

Navigating Earn-Out Disputes: Key Considerations for Private Funds

Times of economic volatility often increase disparities between a seller’s valuation and the buyer’s valuation of the same company. Earn-out provisions are one tool frequently used to address such disparities. An earn-out...more

Davis Wright Tremaine LLP

Oregon SB 951: New Restrictions on the Corporate Practice of Medicine in Oregon

On June 9, 2025, Oregon Gov. Kotek signed Senate Bill 951 into law, imposing significant new limitations on corporate involvement in medical practices. This legislation reinforces and expands Oregon's existing restrictions on...more

Wilson Sonsini Goodrich & Rosati

Oregon Enacts Nation’s Most Restrictive CPOM Law

On June 9, 2025, Oregon enacted the most restrictive corporate practice of medicine (CPOM) law in the country (SB 951), which imposes substantial restrictions on the ownership and control of professional medical entities...more

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