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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   Lock-up Agreements     In 70% of transactions, lock-up agreement(s) were entered into with Target shareholder(s).     What percentage of target securities were locked up?         If a lock-up was entered into, were Target management and/or directors locked up?         If a lock-up was entered into, were parties other than Target management and/or directors locked up?         If a lock-up was entered into, was it hard (no right to withdraw shares) or soft (right to tender shares to a higher offer)?         If a lock-up was entered into, did breach of the lock-up trigger a termination right for Buyer under the transaction agreement?     Go to top