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Pandemic-Related Deal Litigation Highlights Buyer Leverage in Transactions Requiring Debt Financing

Cooley M&A

The decisions from the court on those preliminary matters, as well as the arguments raised by legal counsel, offer some valuable lessons for sellers considering sale transactions that require debt financing, and may motivate sellers to re-evaluate certain provisions and remedies that have become customary in those transactions.

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Investment Banking vs Business Brokerage: Why the Difference Matters

Scott Mashuda

We optimize your capital stack from debt financing to equity considerations to enhance valuation multiples and expand exit options while maintaining operational flexibility. Capital Structure The right capital structure or Capital Stack can dramatically impact business value and attractiveness to buyers.

Banking 52
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What is Compulsory Convertible Debentures?

RNC

When raising funds, the primary question is whether to opt for equity or debt financing. Equity financing risks diluting ownership stakes in the company, while debt financing entails hefty interest rates. This conversion occurs automatically at a specified time or upon the occurrence of predetermined events.

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What are Debt Warrants and How Do They Work for Startups?

Lighter Capital

This high upside potential — along with high risk — is why venture debt deals often feature stock warrants as part of their “risk capital” structure. How do debt warrants work? If a company doesn’t have a liquidity event within a reasonable time — usually five years from the end date of the loan — then a debt warrant usually expires.

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Have Your Cake, and Closing Too: Invoking Prevention Doctrine, Delaware Chancery Court Grants Seller’s Request for Specific Performance in COVID-Related M&A Dispute

Cooley M&A

In reaching this order, the court applied the prevention doctrine, finding that the unavailability of buyer’s debt financing did not permit buyer to circumvent its obligation to close because buyer materially contributed to the debt financing being unavailable.

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Sharps Technology Signs Asset Purchase Agreement to Acquire InjectEZ Specialty Copolymer Syringe Manufacturing Facility and a 10-Year Purchase Agreement for Over $400 Million from Nephron Pharmaceuticals

Benzinga

Management Comments: "These transactions represent a transformative event for the Company," commented Soren Christiansen, Board Chairman of Sharps Technology. 26, 2023 (GLOBE NEWSWIRE) -- Sharps Technology, Inc. Recruiting Robert Hayes as our CEO two years ago was a substantial achievement for Sharps Technology and its shareholders.

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Sidley Discusses Chancery Opinion Highlighting Importance of Clear Integration and Non-Reliance Provisions in M&A Agreements

Reynolds Holding

In fact, one such Castle Creek debt financing document, a February 2020 loan agreement, did not permit Castle Creek to redeem its equity securities. On April 1, 2023, Cytotheryx demanded redemption of its preferred stock, but Castle Creek declined to redeem the shares because of the restriction in the loan agreement.