Remove 2001 Remove Finance Remove Negotiation
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Material Adverse Effect Clauses

The M&A Lawyer

Interestingly, while M&A lawyers often get fairly animated in negotiating whether to include the word “prospects” in the MAE definition, they do not similarly struggle with inclusion of the “could reasonably be expected to have” language, which should be viewed by a court as having the same effect. 2d 14 (Del.

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Anatomy of a Stock Purchase Agreement

The M&A Lawyer

If you’d like to compare my discussion with a sample Stock Purchase Agreement, here ‘s the SPA that governed AT&T’s attempted (and ultimately abandoned) acquisition of T-Mobile from Deutsche Telekom for $39 billion in 2001. authority and enforceability. absence of conflicts. governmental consents. legal proceedings.

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