The Tie that Binds: Enforceabliity of Merger Provisions Against Non-signatory Shareholders

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The Predicament -

One challenge encountered in M&A deals is how to bind all shareholders of the target company to all deal terms. For private companies with few shareholders, this is not much of a challenge. However, many private companies have accumulated a wide group of shareholders. Companies may have sold stock in financings, granted employees incentive equity, and issued equity to other third parties.

Originally published in Orange County Business Journal - November, 2016.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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