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Drafting and Negotiating Effective Letters of Intent for M&A Transactions

Learn how to draft letters of intent that will have a clear focus on business acquisitions of privately held companies.

Business attorneys handling an acquisition are often asked to prepare a letter of intent as a first step in the transaction. This topic is intended to provide you with a better understanding of how to draft effective letters of intent. The material will focus on letters of intent for business acquisitions of privately held companies. Topics will include: deciding whether to use a letter of intent, drafting effective letters of intent, key provisions to include, differences for stock and asset acquisitions, and recent court decisions involving letters of intent. The speakers will provide and discuss specific examples of provisions from letters of intent and will recommend drafting techniques to help ensure your client's interests are served by the letter of intent you prepare. The target audience for this information is attorneys with an intermediate level of experience in business acquisitions.

Runtime: 91 minutes
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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Agenda

Deciding Whether a Letter of Intent Is Desirable

Frequently Used Provisions

  • Purchase Price (Net Working Capital, Earn-Outs, Escrow or Hold-Back)
  • Provisions for Employment, Consulting, or Services
  • Provisions as to the Definitive Agreement

Differences in Letters of Intent for Stock and Asset Transactions

Other Non-Binding Provisions

  • Due Diligence Process
  • Indemnification
  • Conditions to Closing
  • Transaction Schedule

Binding Provisions

  • Exclusivity
  • Confidentiality
  • Fees
  • Other

Court Decisions Regarding Letters of Intent

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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Credits

OnDemand Course

This course was last revised on January 25, 2018.

Call 1-866-352-9540 for further credit information.

This program does NOT qualify, nor meet the National Standard for NASBA accreditation.

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Why Lorman?

Over 33 years and 1.4 million customers worth of experience providing continuing education. Our passion is providing you world-class training to help you succeed in business and as a professional.

Faculty

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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Product ID: 400696
Published 2018
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