Buyouts

Featured guidance
Buyouts guidance:

This Practice note provides an overview of the agreement for the purchase of some or all of a company's assets (the APA). See Precedent: Asset purchase agreement—long...

Practice Note

This Practice Note provides an overview of the agreement for the sale and purchase of shares in a private limited company (target): the share purchase agreement (SPA)....

Practice Note

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit. Timing Preparation of a first draft of the share purchase agreement (SPA)...

Practice Note

This Practice Note provides a basic introduction to the key parties and documents involved in an acquisition finance transaction together with links for more detailed...

Practice Note

Insert the following new definition to clause 1.1 in Precedent: Investment agreement—single investor or Investment agreement—multiple investors: AIFM Regulations means...

Precedents

The allotment of shares and issue of shares is governed by statute and the applicable statutory provisions differ according to the type of company that is proposing the...

Practice Note

Article 23 Add the following new Article 23.6: Unless otherwise instructed by an Investor Direction, the Board shall procure that an annual general meeting of the Company...

Precedents

Companies Act 2006 Private Company Limited By Shares Articles of Association of [insert name of company] Limited (Incorporated in England and Wales under registered no....

Precedents

Companies Act 2006 Private Company Limited By Shares Articles of Association of [insert name of company] Limited (Incorporated in England and Wales under registered no....

Precedents

Letterhead of corporate finance advisors [insert name of recipient] [insert address of recipient] [insert date] Dear [insert name] Sale of [Insert name of company or...

Precedents

Auction processes play an important role in particular industries, for example, in the private equity industry or in government privatisations, or in large value...

Practice Note

Auction processes play an important role in particular industries, for example, in the private equity industry, in government privatisations, or in large value...

Practice Note

subscription and shareholders’ agreement/investment agreement Insert the following as new definitions (if not already included) in the subscription and shareholders’...

Precedents

COMPANY NUMBER: [insert number] [insert company name] PLC Minutes of a meeting of the board of directors (the Meeting) of [insert full name of company] (the Company) Held...

Precedents

Company number: [insert] [insert company name] Limited Minutes of a meeting of the board of directors (Meeting) of [insert full name of company] (Company) Held at [insert...

Precedents

Company number: [insert number] [insert company name] Limited Minutes of a meeting of the board of directors (the Meeting) of [insert full name of company] (the Company)...

Precedents

The UK has voted to leave the EU. Brexit or the date when the UK formally leaves the EU as defined in the European Union (Withdrawal) Act 2018 (Exit Day) can occur either...

Practice Note

In an asset purchase, the buyer purchases only those assets and assumes only those liabilities it wishes to acquire: • sometimes an asset purchase is the purchase of an...

Practice Note

Buyout is a generic term usually used to describe the acquisition by a management team, backed with equity finance from a private equity investor, of an established...

Practice Note

The key documents for a buyout are: • a sale and purchase agreement • articles of association for the investee company or its parent company which will serve as the...

Practice Note

This Practice Note summarises the main tax issues arising for the UK acquisition group in a private equity-backed buyout. In particular the note: • describes the tax...

Practice Note

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Note:...

Precedents

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form: 1 Definitions...

Precedents

Entrepreneurs' relief is a capital gains tax (CGT) relief designed to encourage individuals to set up and expand their own businesses. Provided that the conditions are...

Practice Note

A company having a share capital may have separate classes of shares. As a general rule, a type of share will form a separate class from other shares in a company if the...

Practice Note

Insert the following definitions as new definitions into clause 1 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form: 1 Definitions...

Precedents

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit. Timing Completion of the private equity buyout (MBO) transaction will...

Practice Note

Project [insert name of project] 1 Preliminary 1.1 Heads of Agreement/Equity Term Sheet 1.2 Manager’s Questionnaires for: [insert names] 1.3 Management Business Plan 1.4...

Precedents

This Practice Note is part of the Lexis®PSL Corporate private equity buyout transaction toolkit. Conducting due diligence will involve reviewing documents made available...

Practice Note

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Note:...

Precedents
Trending Topics
In-House COVID-19