Practical analysis from our partners on the deals, regulations and governance questions shaping the corporate landscape — written for the people who have to make the call.
With valuation gaps widening in the mid-market, earn-outs have re-emerged as the bridge that keeps deals alive. We break down the drafting traps — leaver provisions, accounting conventions and the dreaded “reasonable endeavours” covenant — that decide whether a deferred payment is ever actually paid.
Read the analysis →What the latest changes to directors' duties mean for board minutes, conflicts policies and the personal exposure of those around the table.
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A founder's guide to assembling a diligence-ready data room that accelerates a round rather than stalling it at the eleventh hour.
Read more →Why the flexibility borrowers love can mask exposures that only surface when a business hits turbulence — and how to spot them early.
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The drafting principles that separate an enforceable liability cap from one a judge will quietly set aside — with worked examples.
Read more →W&I cover has become a deal staple — but the gap between policy and SPA is where claims quietly die. A practical guide for both sides.
Read more →Deadlock, drag, tag and the exit mechanics every shareholders' agreement should settle long before relations sour.
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