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Acquisition Letter Of Intent for New Zealand

Acquisition Letter Of Intent Template for New Zealand

A Letter of Intent (LOI) for acquisitions under New Zealand law serves as a preliminary document outlining the proposed terms and conditions for a potential acquisition transaction. This document, while generally non-binding except for specific provisions such as confidentiality and exclusivity, sets out the key commercial terms, proposed transaction structure, and timeline for the acquisition process. It reflects the parties' serious intention to proceed with the transaction while allowing for due diligence and detailed negotiations. The document must comply with New Zealand's Contract and Commercial Law Act 2017 and related legislation, particularly regarding formation of contracts and fair trading practices.

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Acquisition Letter Of Intent

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What is a Acquisition Letter Of Intent?

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.

What sections should be included in a Acquisition Letter Of Intent?

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

What sections are optional to include in a Acquisition Letter Of Intent?

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

What schedules should be included in a Acquisition Letter Of Intent?

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

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok成人版 | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

New Zealand

Document Type

Letter of Intent

Cost

Free to use
Relevant legal definitions
























Clauses

























Relevant Industries

Manufacturing

Technology

Retail

Financial Services

Healthcare

Real Estate

Mining and Resources

Agriculture

Telecommunications

Professional Services

Energy

Transport and Logistics

Media and Entertainment

Construction

Education

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Strategy

Executive Leadership

Business Development

Commercial

Risk Management

Compliance

Investment

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Corporate Development Director

Mergers & Acquisitions Manager

Investment Director

Legal Counsel

Financial Controller

Business Development Manager

Strategy Director

Company Secretary

Board Director

Commercial Director

Investment Analyst

Due Diligence Manager

Industries







Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks, 聽Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination, 聽Severance Pay, Governing Law, Entire Agreemen

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