Mason Hayes Solicitors

July 2014

The topic of my blog this month is corporate disclosure and completion.  Throughout June I have primarily been assisting the Head of our Corporate Department, Karen Houghton, in respect of the disposal of two companies in the telecommunications sector.   I have assisted Karen on previous deals, however this was my first opportunity to really get involved in the deal and in particular with disclosure which was fantastic!  I was given the task of drafting the disclosure letters for each of the target companies, as well as preparing the Index to the disclosure bundle.  This gave me greater exposure to the clients, their accountants and the solicitor for the Buyer which was great!

Being from a primarily litigation background, I did find corporate a much less formal environment, which should not have been surprising given that the parties are not within a formal Court process.  I did have to adapt my writing style accordingly and break some habits which was easier said than done.

The due diligence and the disclosure exercise has become a much easier task to manage since Data Rooms became the norm (so I am told).  Data Rooms have been used on every deal that I have worked on and are incredible!   I can only imagine the difficulties that were faced in completing the Due Diligence and Disclosure process without this facility.  Having said that, the use of a Data Room is only effective where everyone involved in the deal uses it or knows how to use it, as I have discovered!

The completion is set to go ahead shortly, with all documentation in agreed form.  However, there are issues which have arisen as we approach the final hurdle of completion. This is not uncommon and I really do hope that the deal goes ahead for the clients.

Until my next blog



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