• 10 minutes

Differences in Letters of Intent for Stock and Asset Transactions


Make sure your letter of intent is written to be suitable to the structure of the deal.

There are important differences to consider when drafting a letter of intent for a stock acquisition as opposed to an asset acquisition. Which one of these is more desirable is going to depend largely on the prospective of the client you are representing. The buyer and seller are going to have very different perspective in most cases. What the letter of intent may need to address depending on structure includes liabilities, indemnification, taxes and consents. Our speaker reviews these different aspects from both the buyer and seller perspective.

Runtime: 10 minutes



Erich W. Merrill, Jr.

Erich W. Merrill, Jr.

Miller Nash Graham & Dunn LLP

  • Partner at Miller Nash Graham & Dunn LLP, in Portland, Oregon, with over 35 years of experience in representing clients in business transactions, including mergers and acquisitions for privately held businesses
  • Handled business sales and purchases for clients in a variety of industries, including logistics, medical devices, biotechnology, computer software, beverages, clean-room technologies, sports apparel, brokerage, financial services, wood products, metal fabrication, transportation, and specialty gases
  • Speaks frequently on topics related to selling and buying businesses
  • Recently presented seminars on Nonbinding Legal Documentation in Commercial Transactions, and Seller's Representations and Warranties in Business Transactions
  • Past president of the Business Law Section of the Oregon State Bar, served as leader of his firm's Corporate and M&A team, is listed in Best Lawyers of America, and is a Super Lawyer
  • J.D. degree, Harvard Law School
  • Can be contacted at 503-205-2504 or [email protected]
Meghan E. Williams

Meghan E. Williams

Miller Nash Graham & Dunn LLP

  • Partner at Miller, Nash, Graham & Dunn LLP, in the Portland, Oregon, and Vancouver, Washington offices
  • Focuses on all aspects of business law, including corporate mergers and acquisitions, governance, and corporate financing transactions
  • President of the Clark County Section of Washington Women Lawyers; member of the Executive Committee of the Oregon State Bar Corporate Counsel Section
  • Washington SuperLawyer
  • J.D. degree, magna cum laude, Suffolk University Law School; B.S. degree in environmental studies, with distinction, University of Colorado - Boulder
  • Can be contacted at [email protected] or 360-619-7029

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