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Introduction Transactions Overview Initiation of Transaction Process Lock-up Agreements Management Participation Conditions Transaction Timing Special Meeting Dividends and Other Distributions Material Adverse Effect Interim Period Covenants Representations and Warranties Non-Solicitation Right to Match Alternative Acquisition Proposals Break Fee Reverse Break Fee Expense Reimbursement Specific Performance Appendix A: Methodology Appendix B: Transactions Reviewed Appendix C: Blakes Mergers & Acquisitions Practice   Break Fee     Was the transaction subject to a break fee payable by Target?         What percentage of Target's undiluted equity value was the break fee?         Where the transaction was subject to a break fee, the average fee (as a percentage of Target's undiluted equity value) was 3.253%.         In 100% of transactions that included a break fee, the break fee was payable in connection with an alternative acquisition transaction occuring post-termination.     In connection with such break fee trigger, the alternative proposal must have been _______ prior to the special meeting of Target shareholders.         In connection with such break fee trigger, what was the period within which the alternative proposal had to be signed/consummated following termination?             Go to top