This article examines how buyers and sellers are negotiating indemnity caps in private company M&A transactions, as shown in the American Bar Association’s (ABA) private target deal points studies.
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Daniel R. Avery
Public and privately-held international and domestic companies with cross-border and multi-country M&A transactions turn to Dan Avery, a Director, for legal representation. Dan is a member of the ABA’s committee that publishes private company M&A deal point studies and of the M&A Advisory Board for the Bloomberg M&A Law Reporter. Dan has been involved in the acquisitions or dispositions of more than 80 different businesses located throughout the U.S., Europe and Asia for domestic and international corporate buyers and sellers. Dan also represents companies involved in the retail, entertainment, music and sports industries.
- Representation of private equity firm in multiple acquisitions and dispositions, and of their portfolio companies in general corporate matters.
- Representation of Boston Culinary Group, a leading provider of food and beverage concessions services, in its merger with Centerplate, Inc., a Kohlberg & Co., portfolio company.
- Representation for various restaurant chain acquisitions.
- Representation of global security products company, including various manufacturing, sales and distribution facilities within China, in its $30 million sale to a public company buyer.
- Representation of London-based global telecom company (London Stock Exchange and NASDAQ traded) in its phased disposition of 13 separate companies in the US and Europe, and in its acquisitions of various businesses in the US, Europe and Latin America.
- Representation of one of China’s top online media, communications, commerce and mobile value-added services company (NASDAQ traded), in four technology company acquisitions within China.
- Representation of leading Chinese online travel company (NASDAQ traded) in connection with $60 million investment by US public company and its M&A activities within China.
- Representation of German bioinformatics company (Deutsche Boerse traded) in connection with M&A and technology licensing matters.
- Numerous naming rights and strategic sponsorship transactions for venue owners and sponsors in the sports and entertainment sectors.
In merger and acquisition transactions, the definitive purchase agreement, whether asset purchase agreement, stock purchase agreement, or merger agreement, typically contains representations, warranties, and covenants, along with related indemnification obligations.
The COVID-19 has ushered in unprecedented times for our country and our global community. Certainly, the pandemic is impacting the way M&A transactions are looked at, papered, implemented, and even priced.