Sat.Sep 19, 2015 - Fri.Sep 25, 2015

article thumbnail

Material Adverse Effect Clauses

Erik A. Lopez

Things rarely go according to plan. Earnings are missed. Commercial relationships end. Regulatory approvals don’t materialize. Lawsuits get filed. And disasters happen. Such are the vicissitudes of business. But what happens when they transpire during the gap period between signing and closing an M&A transaction? Most sellers would argue that little if anything should happen—the deal should still close at the previously agreed-upon purchase price.