Posts by Glenn Solomon Esq.

M&A Nugget: The Evolving NDA

What is the first agreement a purchaser and target should sign in the transaction process?  The Non-Disclosure Agreement, or NDA.  In its simplest form, the NDA protects confidential information that is exchanged from being used other than for purposes of evaluating the transaction.  Over time, NDAs have evolved and become more complicated…

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M&A Nugget: Manage It

My October 31, 2018 Nugget discussed Transition Service Agreements, or TSAs, by which the seller continues to manage the operations for a temporary period of time after closing because the parties desire to close the transaction prior to the time the buyer is ready to take over.

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M&A Nuggets: The Drag-Along

In a sale structured as a stock purchase, most acquirors want to purchase one hundred percent of the ownership interests in the seller.  That is why, if a seller has any minority owners, it is important to include a drag-along clause in the agreement among the owners of the seller…

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M&A Nugget: Acquihire

One of the busiest areas of merger activity is in the government contracting sector.  A major subsector of merger activity…

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M&A Nugget: The TSA

As the volume of merger transactions continues to be large and many transactions are being closed in a relatively short…

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