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It is common for a letter of intent in a merger or acquisition to include the following sections: Purchased Assets. Assumed Liabilities. Purchase Price. Pre-Closing Covenants. Conditions To Obligations. Due Diligence. Confidentiality. Non Competition.
Typically, the LOI will include purchase price and terms, the assets and liabilities included in the deal, exclusivity, and the conditions required to close the transaction. If accepted by the sell-side, the LOI is immediately followed by the due diligence phase of the transaction.
Besides detailing the price and payment terms of the transaction, the LOI includes items such as description of the assets to be purchased, any assumed liabilities, the terms of the seller's non-compete agreement, the timeline for due diligence and closing, a confidentiality provision, and an exclusivity provision, ...
The key terms of an LOI are the following: Purchase price and terms. Assets and liabilities included, especially working capital. Form of consideration, such as cash, stock, earnout, or notes. Legal transaction structure (asset sale or stock sale) Seller's ongoing role and compensation.
Components of a LOI Opening Paragraph: Your summary statement. ... Statement of Need: The "why" of the project. ( ... Project Activity: The "what" and "how" of the project. ( ... Outcomes (1?2 paragraphs; before or after the Project Activity) ... Credentials (1?2 paragraphs) ... Budget (1?2 paragraphs) ... Closing (1 paragraph) ... Signature.
Components of a LOI Opening Paragraph: Your summary statement. ... Statement of Need: The "why" of the project. ( ... Project Activity: The "what" and "how" of the project. ( ... Outcomes (1?2 paragraphs; before or after the Project Activity) ... Credentials (1?2 paragraphs) ... Budget (1?2 paragraphs) ... Closing (1 paragraph) ... Signature.
What is a letter of intent? A letter of intent (LOI) is a document written in business letter format that declares your intent to do a specific thing. It's usually, but not always, nonbinding, and it states a preliminary commitment by one party to do business with another party.