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What is Liquidation Preference?

JD Supra: Mergers

​In a venture capital deal, a liquidation preference refers to the payout investors receive in a liquidation event (like a sale or merger) prior to any payments made to the common stockholders. By: Wyrick Robbins Yates & Ponton LLP

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Material Adverse Effects: Insights from the High Court of Justice

JD Supra: Mergers

Uncertainty caused by macroeconomic risks such as the COVID-19 pandemic, severe weather events and geopolitical tensions has given rise to increased judicial consideration of contractual terms apportioning risk in the negotiation and execution of commercial transactions.

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Disclosure Schedules: What Are They and How Do They Fit into My Deal?

JD Supra: Mergers

Whether, as part of the management of your startup, you are tasked with driving an equity or debt financing to closing or with gearing up for an exit event, disclosure schedules will be one of the many documents that you will negotiate and deliver as part of your deal. By: Pillsbury - Propel

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Material Adverse Effect Clauses

The M&A Lawyer

” Thus, the MAE qualification renders some adverse events irrelevant and non-actionable under the agreement. In both contexts, however, the seller will want to minimize the likelihood of occurrence of an MAE by narrowing which events and circumstances will satisfy the definition, and the buyer will seek to achieve the opposite.

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Earnouts: Bridging the Gap in Price Negotiation

IBG

A powerful tool in negotiating a business’s purchase price, an earnout can bridge the gap between the amount that a buyer is willing to pay and the seller is willing to accept. Negotiations often result in a compromise, such as gross profit. The post Earnouts: Bridging the Gap in Price Negotiation appeared first on IBG Business.

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Past Event: SPACs: The Next Gen IPO or Just a Fad?

Cooley M&A

Once a business target is identified, and the merger is publicly announced, the SPAC’s sponsors and the business target’s founders face the added pressure of completing the deal within the specified completion window. Direct listings were simply a liquidity event for private investors and employee shareholders until the summer of 2020.

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Peterson Acquisitions: A Unique Approach to Buying and Selling Businesses with Devin Craig

How2Exit

rn Summary: rn Devin Craig, an acquisition entrepreneur and broker with Peterson Acquisitions, shares his journey into the world of mergers and acquisitions. Devin shares his journey into the mergers and acquisitions space and provides valuable insights into the process of acquiring and selling businesses.