M&A Due Diligence: Contract Information - dummies

M&A Due Diligence: Contract Information

By Bill Snow

Contracts, in other words, the written and oral obligations of the company, are hugely important for any M&A Buyer; she needs to have a clear idea before closing of what contractual commitments her new company has. This information may include

  • Written description of any oral agreements or arrangements

  • All contracts or agreements pertaining to any subsidiary, partnership, or joint venture relationship

  • All contracts between the company and any officers, directors, 5 percent shareholders or any of their respective families or affiliates

  • License, sublicense, royalty and franchise agreements, or equipment leases

  • All distribution, agency, manufacturer representative, marketing, and supply relationships and obligations with copies of all related agreements

  • Letters of intent, contracts, and closing transcripts from any merger, acquisition, or divestiture

  • Options and stock purchase agreements involving interests in other companies

  • All non-disclosure or noncompetition agreements the company is a party to

  • Any agreements a change in control of the company affects in any manner

  • All management contracts

  • Any brokers or finders agreements applicable to the company

  • Contracts relating to other material business relationships, including, but not limited to, any current service, operation, or maintenance contracts and any current contracts for purchase of fixed assets