Define: Successor Entity

an entity which, shortly before an IPO of such entity, shall have acquired all of the shares or the assets of the Company and the ownership of which, following such acquisition, is substantially the same as that of the C

an entity which, shortly before an IPO of such entity, shall have acquired all of the shares or the assets of the Company and the ownership of which, following such acquisition, is substantially the same as that of the Company immediately prior to such acquisition (disregarding any new investors or selling shareholders as a result of such IPO or any related fundraising);.

Relevant Circumstances

  • When a company is being restructured shortly before an IPO
  • If rights and obligations need to follow the business into a new corporate vehicle
  • Where investor protections must continue despite a change of legal entity

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