Create a bespoke document in minutes, or upload and review your own.
Get your first 2 documents free
Your data doesn't train Genie's AI
You keep IP ownership of your information
Reverse Triangular Merger Agreement
"I need a Reverse Triangular Merger Agreement for the acquisition of a UK-based healthcare technology company valued at £50M, with specific provisions for protecting key software licenses and maintaining existing NHS contracts, targeting completion by March 2025."
1. Parties: Identifies all parties involved in the merger (Parent, Subsidiary, Target)
2. Background: Sets out the context and purpose of the merger
3. Definitions: Defines key terms used throughout the agreement
4. The Merger: Details of how the merger will be implemented
5. Consideration: Details of payment/share exchange terms
6. Conditions Precedent: Conditions that must be met before completion
7. Representations and Warranties: Statements of fact and assurances from all parties
8. Completion Mechanics: Process and timeline for completing the merger
1. Employee Matters: Terms relating to employees and TUPE transfers - use when target company has employees
2. Tax Matters: Specific tax arrangements and indemnities - use when specific tax structuring is required
3. Regulatory Compliance: Additional regulatory requirements - use when dealing with regulated industries
1. Schedule 1: Target Company Details: Complete corporate information about the target company
2. Schedule 2: Warranties: Detailed warranties given by parties
3. Schedule 3: Properties: Details of all property owned/leased by target
4. Schedule 4: Intellectual Property: Details of all IP owned by target
5. Schedule 5: Material Contracts: List and details of key contracts
6. Appendix 1: Completion Documents: List of documents required at completion
7. Appendix 2: Board Resolutions: Form of board resolutions required
Authors
Affiliate
Agreement
Business Day
Closing
Closing Date
Completion
Conditions Precedent
Consideration
Consideration Shares
Control
Effective Date
Effective Time
Encumbrance
Exchange Ratio
Governmental Authority
Group
Intellectual Property Rights
Law
Material Adverse Change
Material Adverse Effect
Merger
Merger Documents
Merger Subsidiary
Parent
Parent Board
Parent Shares
Parties
Permitted Encumbrances
Person
Proceedings
Regulatory Approvals
Representative
Surviving Corporation
Target
Target Board
Target Business
Target Group
Target Shares
Target Shareholders
Tax
Transaction
Transaction Documents
Warranties
Working Hours
The Merger
Consideration
Conditions Precedent
Pre-Completion Obligations
Conduct of Business Before Completion
Representations and Warranties
Tax Covenants
Employee Matters
Completion Mechanics
Post-Completion Obligations
Share Transfer Provisions
Board Composition
Confidentiality
Announcements
Non-Competition
Non-Solicitation
Intellectual Property
Data Protection
Insurance
Regulatory Compliance
Indemnification
Break Fees
Termination Rights
Force Majeure
Assignment
Notices
Costs and Expenses
Governing Law
Jurisdiction
Dispute Resolution
Entire Agreement
Severability
Variations
Waiver
Third Party Rights
Counterparts
Find the exact document you need
Reverse Triangular Merger Agreement
An English law agreement governing a merger where a parent company's subsidiary merges into a target company, with the target surviving as a subsidiary of the parent.
Merger Support Agreement
An English law agreement defining support services and responsibilities during merger processes.
Short Form Merger Agreement
A simplified merger agreement under English and Welsh law used for straightforward corporate combinations between private companies.
Reverse Merger Agreement
An agreement under English and Welsh law governing the acquisition of a public shell company by a private company to achieve public listing status.
Combination Agreement
A legal agreement governed by English and Welsh law that documents the terms and conditions for combining two or more business entities through merger or acquisition.
Trust Merger Agreement
An agreement under English and Welsh law governing the merger of two or more trusts into a single trust structure.
Company Merger Agreement
A legal agreement governed by English and Welsh law that sets out the terms and conditions for combining two or more companies into a single entity.
Merger Implementation Agreement
A legal agreement governed by English and Welsh law that sets out the terms and mechanics for implementing a merger between companies.
Agreement And Plan Of Merger
A legally binding document under English and Welsh law that outlines the terms and conditions for merging two or more companies.
Merger And Acquisition Agreement
A legally binding agreement under English and Welsh law governing the purchase or merger of companies, including terms, conditions, and obligations of all parties.
Download our whitepaper on the future of AI in Legal
Genie’s Security Promise
Genie is the safest place to draft. Here’s how we prioritise your privacy and security.
Your documents are private:
We do not train on your data; Genie’s AI improves independently
All data stored on Genie is private to your organisation
Your documents are protected:
Your documents are protected by ultra-secure 256-bit encryption
Our bank-grade security infrastructure undergoes regular external audits
We are ISO27001 certified, so your data is secure
Organizational security
You retain IP ownership of your documents
You have full control over your data and who gets to see it
Innovation in privacy:
Genie partnered with the Computational Privacy Department at Imperial College London
Together, we ran a £1 million research project on privacy and anonymity in legal contracts
Want to know more?
Visit our Trust Centre for more details and real-time security updates.
Read our Privacy Policy.