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Letter Of Intent Mergers And Acquisitions
"I need a Letter of Intent Mergers And Acquisitions document for the acquisition of a Nigerian fintech company, with specific focus on regulatory compliance with SEC and FCCPC requirements, and including detailed provisions for technology asset transfer and data protection."
1. Date and Parties: Identification of the parties entering into the LOI, including full legal names and addresses
2. Introduction/Background: Brief description of the parties and context of the proposed transaction
3. Definitions: Key terms used throughout the document
4. Transaction Structure: Outline of the proposed transaction structure, including type of acquisition (share purchase, asset purchase, etc.)
5. Purchase Price: Proposed consideration and payment structure, including any adjustments or earn-out mechanisms
6. Due Diligence: Framework for conducting due diligence investigation
7. Confidentiality: Binding provisions regarding confidential information exchange
8. Exclusivity: Terms of exclusive negotiation period
9. Regulatory Approvals: Required approvals from Nigerian authorities (FCCPC, SEC, etc.)
10. Non-Binding Nature: Clear statement of which provisions are non-binding
11. Binding Provisions: Specification of which provisions are legally binding
12. Costs: Responsibility for costs and expenses
13. Termination: Circumstances under which the LOI may be terminated
14. Governing Law: Specification of Nigerian law as governing law and jurisdiction
1. Break Fee: Include when parties want to specify fees payable if transaction doesn't proceed under certain circumstances
2. Management and Employment: Include when there are specific arrangements for key management retention or employment terms
3. Financing Conditions: Include when the transaction is subject to securing specific financing arrangements
4. Asset Schedule: Include for asset purchases requiring specific asset identification
5. Intellectual Property: Include when IP transfer or protection is a key consideration
6. Environmental Matters: Include for transactions involving industrial or real estate assets
7. Local Content Requirements: Include when dealing with sectors subject to Nigerian local content laws
1. Transaction Timeline: Proposed schedule for completing key transaction milestones
2. Due Diligence Requirements: List of required documents and information for due diligence
3. Key Terms Summary: Summary of principal terms of the proposed transaction
4. Required Regulatory Approvals: List of specific regulatory approvals needed
5. Excluded Assets/Liabilities: If applicable, list of assets or liabilities excluded from the transaction
6. Pre-Completion Conditions: List of conditions to be satisfied before proceeding with definitive agreements
Authors
Agreement
Binding Provisions
Board of Directors
Business Day
CAMA
Confidential Information
Consideration
Definitive Agreement
Due Diligence
Effective Date
Exclusivity Period
FCCPC
Group Companies
Intellectual Property Rights
Letter of Intent
Material Adverse Change
Non-Binding Provisions
Parties
Purchase Price
Regulatory Approvals
SEC
Shares
Signing Date
Target Business
Target Company
Transaction
Warranties
Working Hours
Completion Date
Conditions Precedent
Disclosed Information
Encumbrance
Financial Statements
Governmental Authority
Long Stop Date
Material Contracts
Permitted Encumbrances
Purchase Price Adjustment
Representatives
Subsidiaries
Term Sheet
Territory
Purchase Price
Payment Terms
Confidentiality
Exclusivity
Due Diligence
Regulatory Compliance
Binding Provisions
Non-Binding Provisions
Conditions Precedent
Break Fee
Costs and Expenses
Governing Law
Jurisdiction
Termination
Warranties and Representations
Access to Information
Employee Matters
Public Announcements
Notices
Assignment
Time of Essence
Amendments
Entire Agreement
Severability
Force Majeure
Dispute Resolution
Anti-Corruption
Data Protection
Local Content Requirements
Foreign Exchange
Environmental Compliance
Competition Law Compliance
Share Transfer
Asset Transfer
Intellectual Property Rights
Tax Matters
Material Adverse Change
Corporate Authority
Oil & Gas
Financial Services
Technology
Manufacturing
Telecommunications
Agriculture
Real Estate
Healthcare
Mining
Retail
Infrastructure
Energy
Banking
Insurance
Fast-Moving Consumer Goods
Legal
Finance
Corporate Development
Mergers & Acquisitions
Strategy
Risk Management
Compliance
Corporate Secretariat
Business Development
Due Diligence
Executive Leadership
Chief Executive Officer
Chief Financial Officer
Chief Legal Officer
Managing Director
Corporate Development Director
Head of Mergers & Acquisitions
Investment Director
Legal Counsel
Company Secretary
Finance Director
Strategy Director
Business Development Manager
Risk Management Officer
Compliance Officer
Due Diligence Manager
Find the exact document you need
Contract Merger
A Nigerian law-governed agreement establishing the terms and conditions for merging two or more companies into a single entity, ensuring compliance with CAMA 2020 and other relevant regulations.
Merger Implementation Agreement
A Nigerian law-governed agreement setting out the terms and mechanics for implementing a merger between two or more companies.
Letter Of Intent Mergers And Acquisitions
A preliminary document under Nigerian law outlining the proposed terms and conditions for an M&A transaction, establishing the framework for negotiation and due diligence.
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