Let us help you supercharge your M&A legal research! Our AI-driven tools will answer your corporate legal research questions more diligently and accurately through reference to the most relevant transaction agreements and public company filings.
You would never "hand the pen" on a transaction agreement to a paralegal—nor should you to a large language model. Human judgment reigns supreme on determining what language to include in your multi-million or multi-billion dollar transaction agreement. Instead, ask us questions like you might with a bright associate, and we can provide more context for you to make those judgments.
Challenge | Failed Solutions | How We Solve It |
---|---|---|
Searching for precedent language from other transaction agreements? |
|
|
Investigating "what's market" for various terms during negotiations with counterparties? |
|
|
Reviewing how others approach comparable disclosures in proxies or other filings? |
|
|
What are the typical constraints on premiums for target D&O tail policies in precedent public company merger agreements around the $2B enterprise value mark?
Most relevant precedent agreements (8 out of the 10 most recent) provided that the target may purchase a D&O tail policy at a cost of up to 3x the annual premium for the existing D&O policy. One set forth a limit of 3.5x the annual premium, and another example set forth no limit (but involved a merger with the controlling shareholder). See the following precedent transactions and corresponding agreement excerpts: …
Do public company targets typically disclose in their proxy statements the identity of a former financial advisor that worked on the transaction but was not ultimately retained to represent the company? If not, how do they describe the financial advisor?
If the former financial advisor's involvement was extensive, proxy statements generally set forth a generic or anonymized defined term for the financial advisor (such as the "Former Financial Advisor" or "Financial Advisor A"). Otherwise, if it's only one or two references to the advisor's participation in the transaction, no defined term is used. See the following precedent examples: …
Unlock AI-powered insights for smarter M&A legal research.
Get Started for Free