An Acquisition Letter of Intent is a crucial preliminary document used in the early stages of merger and acquisition transactions in New Zealand. It serves as a roadmap for the proposed transaction, documenting the parties' preliminary understanding and commitment to negotiate in good faith. While primarily non-binding, it typically includes certain binding provisions such as confidentiality, exclusivity, and governing law clauses. The document is particularly important in the New Zealand context as it helps establish clear parameters for due diligence and subsequent negotiations while complying with local regulatory requirements, including the Commerce Act 1986 and, where applicable, the Overseas Investment Act 2005. The LOI typically precedes the more detailed Sale and Purchase Agreement and helps minimize misunderstandings between parties by documenting key commercial terms early in the transaction process.
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1. Date and Addressee Details: Full legal name and address of the target company/seller
2. Introduction: Brief statement identifying the buyer and expressing interest in the acquisition
3. Transaction Overview: High-level description of the proposed transaction structure and assets/shares to be acquired
4. Purchase Price: Proposed purchase price or price range and payment terms
5. Due Diligence: Outline of the proposed due diligence process and requirements
6. Exclusivity: Terms of exclusive negotiation period
7. Confidentiality: Confidentiality obligations regarding the transaction and shared information
8. Timeline: Proposed timeline for due diligence, negotiations, and closing
9. Binding Provisions: Clear statement of which provisions are legally binding
10. Next Steps: Outline of immediate actions required to progress the transaction
11. Closing: Signature blocks and formal letter closing
1. Financing: Include when the buyer needs to specify financing arrangements or conditions
2. Key Personnel: Include when retention of specific employees is crucial to the transaction
3. Regulatory Approvals: Include when the transaction requires specific regulatory clearances
4. Break Fee: Include when parties agree to a fee if either party terminates negotiations
5. Asset List: Include for asset purchases where specific assets need to be identified
6. Earnout Structure: Include when the purchase price includes performance-based components
1. Preliminary Terms Sheet: High-level summary of key commercial terms
2. Due Diligence Requirements: List of required documents and information for due diligence
3. Timeline Schedule: Detailed timeline with key milestones and deadlines
4. Price Calculation Framework: Framework for calculating final purchase price, including adjustments
5. Key Assets Schedule: Preliminary list of key assets included in the transaction
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