In Texas Lawyer Article, Akin Gump Lawyers Offer Tips on M&A Basics

May 28, 2019

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Texas Lawyer has published “M&A 101: Back To Basics,” written by Akin Gump energy partner Rob Shearer and counsel Jon Boben. The article looks at some of the top legal issues confronting both sellers and buyers in M&A transactions, where the two sides “have conflicting interests and a natural desire to minimize their risks.” The authors offer advice on some of the issues “that must be negotiated and resolved in most acquisitions of a private company target.”

Shearer and Boben list several issues of concern for the parties in M&A transactions, including:

  • Transaction structure.
  • Earn-outs.
  • Purchase Price Adjustments
  • Representations and warranties.
  • Indemnification.

The article notes that, while an M&A transaction can be transformative for everyone involved, “the buyer is highly motivated to understand and address the potential risks of the acquisition, and the seller is necessarily concerned with its post-closing obligations and liabilities.” Carefully crafting an acquisition agreement, the authors conclude, “takes all of these concerns into account and memorializes the deal.”

To read the entire article, please click here.

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