M&A Nuggets: The Drag-Along

In a sale structured as a stock purchase, most acquirors want to purchase one hundred percent of the ownership interests in the seller.  That is why, if a seller has any minority owners, it is important to include a drag-along clause in the agreement among the owners of the seller…

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M&A Nugget: The Best Fit

Most business transitions are accomplished by a sale to a third party.  The merger and acquisition is, however, one of…

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M&A Nuggets: Fair Notice

Multiple hands holding up both sides of the silver scales of justice.

This nugget covers one of the mundane but important procedural aspects of a purchase agreement, called “Notice”. Every purchase agreement…

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