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Jeff Marell, Frances Mi and Devon Williams Publish Article in The Deal on Deal Certainty and Buyer Optionality
December 4, 2009 Full PDF
Corporate partner Jeff Marell, counsel Frances Mi and associate Devon Williams published an article in the November 30 issue of The Deal. The article, "In Search of Certainty: New, Limited Optionality in M&A Deals," discusses the terms of some recent private equity M&A transactions that are evolving in an effort to address issues of deal certainty and buyer "optionality." After the financial crisis hit, the rules of dealmaking changed and some recent deals showcase a new construct that seems to balance a target's desire for deal certainty against a buyer's desire for flexibility and reduced risk of unknown claims. The authors conclude that while it remains to be seen whether this new construct takes hold, it certainly offers an alternative to how private equity deals have been done in the past, and may bridge the gap between target and buyer positions on deal certainty.