In M&A transactions, representations and warranties (“reps and warranties” or “R&Ws”) often get treated as standard contract language. But for sellers, these clauses have real teeth—and real consequences. They allocate risk, drive post-closing liability, and shape the buyer’s perception of the business.
At Linden Law Partners, we regularly guide business owners and investors through the complexities of mergers and acquisitions (M&A), including the strategic use of rollover equity.
Earnouts are a common mechanism in mergers and acquisitions (M&A) transactions that bridge valuation gaps, incentivize sellers, and mitigate buyer risk. These contingent payments, typically based on the post-closing performance of the acquired business, serve as a powerful tool for aligning the interests of both parties. While earnouts offer significant benefits, they also introduce complexity.
Mergers and acquisitions (M&A) are powerful strategies for business growth, but their success often hinges on an underappreciated factor—cultural integration. Beyond financial and operational compatibility, cultural alignment plays a pivotal role in ensuring that the newly merged entity thrives.
Starting a business is an exciting journey filled with opportunities, but also requires navigating legal complexities. Establishing a strong legal foundation is crucial for avoiding costly mistakes and ensuring long-term success.
