Wed.Dec 29, 2021

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Delaware Supreme Court Shines Spotlight on Boilerplate Purchase Agreement Provisions

Shephard Mullin M&A

This December, the Delaware Supreme Court penned two decisions that shined the spotlight on purchase agreement provisions that are often afterthoughts in negotiations. In Golden Rule Financial Corporation v. Shareholder Representative Services , No. 61, 2021, 2021 WL 5754866 (Del. Dec. 3, 2021) (ORDER), the Court reviewed the post-closing “true up” language and determined that “consistently applied” accounting principles in the post-closing true up does not necessarily mean “in the same manner

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How To Conduct Due Diligence During Acquisition: Best Practices And A High-Level Checklist

Sun Acquisitions

What are some of the best practices to adopt when conducting due diligence during a business acquisition? In order to be successful with your due diligence efforts, there is a need for a strategic plan of action and a team of experienced professionals. The process of carefully appraising a business prior to purchase in order to establish assets and liabilities, as well as evaluate the company’s potential cannot be done haphazardly.

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The Unsolicited Offer: What to Do?

Quantive

So you’ve received an offer to purchase your business. Perhaps a competitor asks you to lunch and casually broaches the subject. Or a vendor makes an overture to acquire your company. Maybe a business broker calls and has a client that wants to make an offer to purchase your business. As a valuation firm, we […].