A Letter Of Intent Merger document is a crucial preliminary step in merger transactions under Austrian law, typically used when two or more companies have agreed in principle to merge and need to formalize their initial understanding. This document serves multiple purposes: it outlines the basic terms of the proposed merger, establishes a framework for due diligence, and includes binding provisions for confidentiality and exclusivity. While predominantly non-binding, it signals serious intent and commits parties to good faith negotiations. The document must comply with Austrian corporate law requirements and often includes considerations for EU regulations when applicable. It's particularly important for establishing clear parameters for the transaction before parties invest significant resources in detailed due diligence and definitive agreements.
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1. Parties: Identification of the parties involved in the potential merger, including their legal names, registration details, and addresses
2. Background: Brief description of each party's business and the context leading to the proposed merger
3. Definitions: Key terms used throughout the document
4. Transaction Structure: High-level description of the proposed merger structure and implementation method
5. Valuation Parameters: Preliminary agreement on the basis for valuing the businesses
6. Due Diligence: Framework for the due diligence process, including scope and timeline
7. Confidentiality: Binding provisions regarding the treatment of confidential information exchanged during negotiations
8. Exclusivity: Binding provision preventing negotiations with other parties for a specified period
9. Timeline: Proposed schedule for key milestones including due diligence, definitive agreement, and closing
10. Costs: Agreement on how costs related to the transaction will be allocated
11. Non-Binding Nature: Clear statement that the LOI is non-binding except for specified provisions
12. Governing Law: Specification of Austrian law as governing law and jurisdiction
1. Break Fee: Terms of any break fee payable if the transaction doesn't proceed, used in larger transactions or where significant costs will be incurred
2. Management and Employment: Preliminary agreement on key management positions and employment matters, included when management retention is crucial
3. Regulatory Approvals: Overview of required regulatory approvals, included when significant regulatory hurdles are anticipated
4. Financing: Basic terms of transaction financing, included when external financing is required
5. Press Announcements: Agreement on handling public communications, included for public companies or high-profile mergers
6. Environmental Matters: Special provisions for environmental due diligence, included for industries with significant environmental exposure
1. Key Commercial Terms: Summary of principal commercial terms including preliminary valuation ranges and key assumptions
2. Due Diligence Requirements: Detailed list of due diligence requirements and information to be provided
3. Transaction Timeline: Detailed timeline with specific dates for key milestones and responsibilities
4. Material Contracts: List of material contracts requiring review or third-party consent
Authors
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Financial Services
Healthcare
Real Estate
Retail
Energy
Telecommunications
Professional Services
Industrial
Consumer Goods
Transportation
Media and Entertainment
Relevant Teams
Legal
Finance
Corporate Development
Mergers & Acquisitions
Executive Management
Strategy
Risk Management
Compliance
Corporate Secretariat
Due Diligence
Integration
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Managing Director
Corporate Development Director
Head of Mergers & Acquisitions
General Counsel
Board Member
Finance Director
Strategy Director
Corporate Secretary
Senior Legal Counsel
Investment Director
Due Diligence Manager
Integration Manager
Risk Management Director
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