M&A Provisions

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Materiality Scrapes

An introduction to damages scrapes, breach scrapes, and double materiality scrapes. Includes drafting tips and explanations, and features ABA M&A Committee members Rita-Anne O’Neill from Sullivan & Cromwell LLP and Craig Menden from Willkie Farr & Gallagher LLP.

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Materiality Scrapes: Market Trends

ABA M&A Committee members Craig Menden from Willkie Farr & Gallagher LLP and Rita-Anne O’Neill from Sullivan & Cromwell LLP discuss market trends for materiality scrape provisions, drawing on data from the ABA’s Private Target M&A Deal Points Study. Craig and Rita talk about the increased use of materiality scrapes, why some deals don’t include them, and where they think the trend is heading.

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Materiality Scrapes: Buyer & Seller Perspectives

A discussion of the perspectives and negotiating positions of buyers and sellers regarding materiality scrapes in acquisition agreements. Features ABA M&A Committee members Rita-Anne O’Neill from Sullivan & Cromwell LLP and Craig Menden from Willkie Farr & Gallagher LLP.