Entries tagged with “forward triangular merger”

Assigning Contracts in the Context of M&A Transactions

Posted by Trent Dykes on October 24, 2012
CONTRIBUTED BY Kevin Criddlekevin.criddle@dlapiper.com    Anthony Kappusanthony.kappus@dlapiper.com One of the key considerations in structuring merger and acquisition (M&A) transactions is determining which contracts of the target company, if any, will remain in effect for the acquiror following closing.  This post will briefly outline: (1) the general rules of contract assignment; (2) the effect of anti-assignment clauses and other exceptions to the general rule of assignability; and (3) the effect of four common M&A structures on contract assignment. General Rule: Contracts are Freely Assignable The general rule is that contracts are freely assignable unless the contract itself, a statute, or public... More
Page: 1