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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   Interim Period Covenants     Could Buyer withhold consent unreasonably for exceptions from interim period restrictions on Target's business?             What was the standard for the parties to obtain regulatory approvals?             In 100% of transactions, there was an obligation on Buyer or Target to ensure continued directors and officers insurance or to purchase run-off insurance for the Target directors. The average run-off period for such policies was six years.     In 47% of transactions, there was a maximum premium payable for the D&O insurance to be obtained. In such transactions, what was the limitation on premiums?             Go to top