The M&A Deal Process
A concise overview of the key stages in an M&A transaction, from initial strategy through post-closing integration and obligations.
Deal Structures: Mergers
An overview of common merger structures, explaining how different forms of mergers are organized and why certain approaches are favored in practice.
Deal Structures: Asset Sales
An overview of asset sale structures, explaining how buyers and sellers allocate assets and liabilities and the key practical considerations that influence this transaction type.
Deal Structures: Equity Sales
An overview of equity sale structures, explaining how ownership transfers through stock purchases and the key considerations that shape this transaction type.
First-Step Agreements: NDAs & LOIs
A concise overview of NDAs and LOIs, explaining how these early agreements establish confidentiality and outline key terms for a potential transaction.
Due Diligence 101
An overview of the due diligence process, explaining how parties investigate a target company to assess risks, value, and key considerations before closing.
The Definitive M&A Agreement
An overview of the definitive agreement in mergers and acquisitions, explaining how it structures the deal and allocates risk between the parties.
Price and Consideration
An overview of how deal price and consideration are structured, explaining how purchase price is determined and how payment is made in a transaction.
Representations & Warranties
An overview of representations and warranties, explaining how parties use these provisions to allocate risk and provide assurances in a transaction.
Covenants, Conditions, and Termination
An overview of how covenants, closing conditions, and termination rights shape deal obligations, risk allocation, and the path to closing in M&A transactions.
Indemnification
An overview of indemnification provisions, explaining how parties allocate responsibility for post-closing losses and manage ongoing risk after a transaction.
Deal Closings and Post-Closing Issues
An overview of the closing process and post-closing issues, explaining how transactions are completed and how parties handle adjustments, disputes, and integration after the deal is finalized.