Private equity MBO—list of key documents—checklist

Copyright © 2025 LexisNexis

Published by a LexisNexis Corporate expert

Checklists

Private equity MBO—list of key documents—checklist

Copyright © 2025 LexisNexis

Published by a LexisNexis Corporate expert

Checklists

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The key documents for a private equity-backed management or leveraged buyout transaction can be separated into three broad categories:

•
Acquisition documents—these govern the terms of the acquisition between the seller and the purchaser (ie newco)
•
Equity documents—these govern the terms of the equity investment and the relationship between the investor/s and management, and
•
Finance documents—these govern the provision of the debt facilities and any related facilities (such as a revolving credit facility for working capital)

Acquisition documents

Heads of terms (acquisition)	Heads of terms set out, in a short document, a broad outline of the parties' expectations, understanding and agreement of the key terms of the proposed acquisition.Heads will be signed at the beginning of the transaction as soon as the parties agree key terms and before the investor incurs costs in conducting its due diligence and negotiating the transaction documents.	Practice Note: Heads of terms—share and asset purchases	Precedents: Heads of terms—private M&A—share purchase and Heads of terms—private M&A—asset purchase
Sale and purchase agreement	The sale and purchase agreement will either be a share purchase

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