談國外律師事務(wù)所起草的專業(yè)股權(quán)并購意見書-文庫吧
2025-07-07 20:39 本頁面
【正文】 e. 27. Financing: The Vendors have advised the Purchaser that it will arrange for the private placement of shares in the capital of the Purchaser for a minimum of $2 million, which investment will close on or before the Closing (as defined herein) and will be on the same terms as the investment to be made by institutional investors being arranged by the Purchaser39。s advisors, WestLB Securities (the Financing). A portion of the proceeds raised in connection with this transaction contemplated by this Letter of Intent, shall be allocated toward the purchase of a pany involved in post production video services on terms acceptable to the Purchaser.8. Access to Information: Immediately upon execution of this Letter of Intent, the Purchaser and its advisors will have full access during normal business hours to, or the Target and the Vendors will deliver to the Purchaser, copies of all documents (the Materials) pertaining to the operations of the Target.9. Condition(s) Precedent: The obligation of the Purchaser to purchase the Shares will be subject to satisfaction or written waiver by the Purchaser of the following condition(s) (the Conditions Precedent) within 10 days after execution and delivery of the Formal Agreement:oo review and approval of all materials in the possession and control of the Target and the Vendors which are germane to the decision to purchase the Shares。 oo the Purchaser and its solicitors having had a reasonable opportunity to perform the searches and other due diligence reasonable or customary in a transaction of a similar nature to that contemplated herein and that both the solicitors and the Purchaser are satisfied with the results of such due diligence。 oo the Purchaser and its accountant having had a reasonable opportunity to review the audited financial statements (including corporate tax returns, general ledger listings, adjusting entries and opening trial balances) of the Target, prepared in accordance with generally accepted accounting principles and that both the Purchaser and its accountant are satisfied with the content of such financial statements。 oo satisfactory arrangements being ma
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