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1. Parties: Identification of the seller(s), purchaser(s), and the target company
2. Background: Brief context of the transaction and current ownership structure
3. Definitions: Key terms used throughout the term sheet
4. Transaction Structure: Overview of the proposed stock purchase, including number and class of shares
5. Purchase Price: Proposed consideration and valuation methodology
6. Payment Terms: Structure and timing of payments, including any deferred consideration
7. Conditions Precedent: Key conditions that must be satisfied before closing
8. Due Diligence: Scope and process for due diligence investigation
9. Timeline: Key dates and deadlines for the transaction
10. Exclusivity: Terms of exclusive negotiation period
11. Confidentiality: Basic confidentiality obligations
12. Costs: Allocation of transaction costs
13. Governing Law: Specification of Nigerian law as governing law
14. Binding Effect: Clarification of which provisions are binding and non-binding
1. Management and Employment: Include when key management retention is critical to the transaction
2. Break Fee: Include for larger transactions where transaction security is important
3. Earn-out Provisions: Include when part of purchase price is contingent on future performance
4. Corporate Governance: Include when purchaser will not acquire 100% and minority rights are relevant
5. Regulatory Approvals: Include for regulated industries or transactions requiring specific approvals
6. Warranties and Indemnities: Include high-level warranty scope for larger transactions
7. Non-Compete: Include when seller restrictions post-closing are important
1. Share Capital Structure: Details of target company's current share capital and shareholding
2. Key Financial Metrics: Summary of relevant financial information used in valuation
3. Timetable: Detailed transaction timeline and key milestones
4. Material Contracts: List of key contracts requiring review or consent
5. Key Personnel: List of key management and employees if relevant to transaction
Financial Services
Manufacturing
Technology
Real Estate
Energy
Healthcare
Telecommunications
Agriculture
Mining
Retail
Construction
Transportation
Education
Media and Entertainment
Professional Services
Legal
Finance
Corporate Development
Mergers & Acquisitions
Strategy
Executive Leadership
Corporate Secretariat
Treasury
Compliance
Tax
Chief Executive Officer
Chief Financial Officer
General Counsel
Corporate Lawyer
Investment Banker
Private Equity Manager
Mergers & Acquisitions Director
Corporate Development Manager
Business Development Director
Company Secretary
Legal Counsel
Finance Director
Transaction Manager
Investment Director
Corporate Strategy Manager
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