An Acquisition Letter of Intent is a crucial preliminary document used in Malaysian business transactions to establish the framework for a potential acquisition. This document is typically employed when parties have reached a general understanding but before conducting detailed due diligence or drafting definitive agreements. It serves to outline key commercial terms, demonstrate commitment, and provide a structure for further negotiations. Under Malaysian law, while most provisions are non-binding, certain elements like confidentiality and exclusivity can be made legally binding. The document typically precedes more detailed agreements and helps secure financing, obtain board approvals, or initiate regulatory clearances.
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1. Date and Parties: Opening of letter identifying the sender and recipient companies, including full legal names and registration numbers
2. Introduction: Brief statement of intent to acquire the target business/assets
3. Transaction Structure: Clear description of the proposed transaction structure (share purchase, asset purchase, etc.)
4. Purchase Price: Proposed purchase price or price range and payment terms
5. Key Terms: Essential terms of the proposed transaction including timing, conditions precedent, and major assumptions
6. Due Diligence: Outline of the proposed due diligence process and timeline
7. Exclusivity: Terms of exclusive negotiation period if applicable
8. Confidentiality: Binding provisions regarding confidentiality of discussions and information
9. Binding/Non-binding Nature: Clear statement of which provisions are binding and non-binding
10. Closing Timeline: Proposed timeline for completing the transaction
11. Execution Block: Signature blocks for authorized representatives of both parties
1. Break Fee: Include when parties want to specify compensation if either party terminates negotiations
2. Regulatory Approvals: Include when the transaction requires specific regulatory clearances
3. Employee Matters: Include when there are significant employment considerations or requirements
4. Financing Conditions: Include when the acquisition is subject to securing specific financing
5. Governing Law and Jurisdiction: While often included, can be optional in preliminary LOIs depending on the parties' preference
6. Cost Allocation: Include when parties want to specify how transaction costs will be allocated
7. Material Adverse Change: Include when parties want to address potential significant changes during the negotiation period
1. Key Assets Schedule: List of main assets included in the proposed transaction
2. Initial Due Diligence Checklist: Preliminary list of documents and information required for due diligence
3. Proposed Timeline: Detailed timeline showing key milestones and deadlines
4. Excluded Assets/Liabilities: List of specific assets or liabilities excluded from the proposed transaction
5. Key Management: List of key management personnel and proposed retention arrangements if applicable
Authors
Relevant legal definitions
Clauses
Relevant Industries
Manufacturing
Technology
Financial Services
Real Estate
Healthcare
Retail
Energy
Telecommunications
Agriculture
Construction
Professional Services
Education
Hospitality
Transportation
Mining
Relevant Teams
Legal
Finance
Corporate Development
Mergers & Acquisitions
Strategy
Executive Leadership
Risk & Compliance
Treasury
Business Development
Corporate Secretariat
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Managing Director
Corporate Development Director
Head of Mergers & Acquisitions
Legal Counsel
Company Secretary
Investment Director
Business Development Manager
Financial Controller
Strategy Director
Risk Manager
Compliance Officer
Treasury Manager
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