Deal size and complexity should play a role in the length and substance of the particular M&A agreement. Starting with forms unsuited to the transaction can derail smaller deals or stall negotiations of provisions that have little relevance to the deal.
Part of counsel’s role should be to tailor M&A deal documents to address what is truly necessary for the transaction, avoiding the additional costs and potential conflict that can come from negotiating provisions of marginal importance to the parties.
ABA “short-form” acquisition agreements (with ancillary documents and commentary) are instructive. The short-form agreements are more feasible for smaller M&A transactions than the ABA’s “long-form” model stock purchase agreement and asset purchase agreement. Private equity funds can also use short forms for “tuck-in” or “add-on” acquisitions.
Jed Ande joins an authoritative panel that discusses how to “right-size” an M&A agreement to fit the deal and offers practical tips on streamlining smaller deals’ documentation and closing process.