Walk Me Through The Most Important Terms Of A Purchase Agreement In A

1.	Walk Me Through The Most Important Terms Of A Purchase Agreement In An M&a Deal?
Answer» There are dozens, but here are the most important ones: Purchase Price: Stated as a per-share amount for PUBLIC companies. Form of Consideration: Cash, Stock, Debt… Transaction Structure: Stock, Asset, or 338(h)(10) Treatment of OPTIONS: Assumed by the buyer? Cashed out? Ignored? Employee Retention: Do employees have to sign non-solicit or non-compete AGREEMENTS? What about management? Reps & Warranties: What must the buyer and seller claim is true about their respective businesses? No-SHOP / Go-Shop: Can the seller “shop” this offer around and TRY to get a better deal or must it stay exclusive to this buyer? There are dozens, but here are the most important ones:

Walk Me Through The Most Important Terms Of A Purchase Agreement In An M&a Deal?

Answer»

There are dozens, but here are the most important ones:

Purchase Price: Stated as a per-share amount for PUBLIC companies.
Form of Consideration: Cash, Stock, Debt…
Transaction Structure: Stock, Asset, or 338(h)(10)
Treatment of OPTIONS: Assumed by the buyer? Cashed out? Ignored?
Employee Retention: Do employees have to sign non-solicit or non-compete AGREEMENTS? What about management?
Reps & Warranties: What must the buyer and seller claim is true about their respective businesses?
No-SHOP / Go-Shop: Can the seller “shop” this offer around and TRY to get a better deal or must it stay exclusive to this buyer?

There are dozens, but here are the most important ones: