United States: Mergers & Acquisitions
Last Updated: October 28 2016

In-Person Breakfast Briefing
9th Annual M&A Preview: A Middle-Market Perspective

Please join us to hear from Monroe Capital along with a panel of other industry leaders at Seyfarth Shaw, Mesirow and The PrivateBank on the state of middle-market M&A in Chicago—and beyond.

"The Current Market for Middle-Market Deal Finance"
Featuring Keynote Speaker Ted Koenig, Monroe Capital CEO and President

Presenting On:

  • What is hot and what is not in deal terms?
  • What industries are in favor and what are not in favor?
  • What are PE firms doing to win more deals?

Panel Topics include:

  • The M&A marketplace, including auctions, valuations, cross-border transactions and private equity versus strategic deals
  • Current state of commercial banking and loan terms and views on lending in M&A transactions
  • Legal developments and current trends that will affect your deals

If you are interested in attending, please contact Maria Raynes-Pelino mraynespelino@seyfarth.com

When & Where

Tuesday, November 15, 2016

Seyfarth Shaw LLP
131 South Dearborn Street
Suite 2400
Chicago, Illinois 60603

Breakfast & Registration:
7:30 a.m. – 8:00 a.m.

8:00 a.m. – 10:00 a.m.

Keynote Speaker

Theodore L. Koenig
President & Chief Executive Officer
Monroe Capital LLC

Featured Panelists

Jeffrey A. Golman
Vice Chairman, Head of Investment Banking
Mesirow Financial

Bruce S. Lubin
Executive Managing Director and President of Illinois Commercial Banking
The PrivateBank

Theodore E. Cornell III


Seyfarth Shaw LLP

Tyler VanLonkhuyzen
Seyfarth Shaw LLP

Suzanne L. Saxman
Seyfarth Shaw LLP

Middle-Market M&A SurveyBook
Data Suggests Steady Seller-Favorable Indemnity Environment

The data analyzed in Seyfarth's most recent annual Survey suggests that the M&A environment in 2015 continued to have a favorable impact on key deal terms for sellers. Based on a sampling of deals from the first quarter of 2016, we have seen these seller favorable trends carry over into 2016.

The 2015 data revealed an increase in the use of escrow periods of 12 months or less, a decrease in median escrow amounts and a higher percentage of deals employing an indemnity cap of 10% or less, in each case, as compared to the two prior years.

Buyers continue to attempt to differentiate themselves and present a more compelling bid for acquisition targets or their assets by taking on more risk in their acquisition agreements and offering more aggressive contractual terms to sellers. Buyers are also increasingly purchasing representation and warranty insurance in an effort to make their acquisition proposal even more attractive to a seller by limiting potential post-closing liability of the seller.

While the Survey summarizes a variety of deal terms and trends in middle-market M&A transactions, below are several key takeaways:

  • Indemnity Escrow Amounts Are Shrinking - The median indemnity escrow amount in 2015 was 6% of the purchase price compared to 7.41% in 2014 and 8.81% in 2013. In 2015, approximately 76% of the deals surveyed had an indemnity escrow amount of less than 10% of the purchase price compared to 59% in 2014 and 48% in 2013.
  • Escrow Periods of 12 Months or Less Continue to Increase - The percentage of deals with an indemnity escrow period of 12 months or less increased to over 46% in 2015 compared to approximately 40% in 2014 and 34% in 2013.
  • Most Transactions Continue to Have Representation and Warranty Survival Periods Between 12 to 18 Months - Approximately 80% of deals surveyed had survival periods for general representations and warranties from 12 to 18 months, representing a slight increase when compared to 78% in 2014.
  • Median Indemnity Cap Has Remained Unchanged Since 2013 - The median indemnity cap remained steady in 2015 at 10% as compared to prior years.

Click below to view the complete Survey.

M&A Survey Book

Will key deal term trends in private target M&A deals continue through the end of 2016? The 2017 M&A SurveyBook will be released Q1 2017!

To print this article, all you need is to be registered on Mondaq.com.

Click to Login as an existing user or Register so you can print this article.

Some comments from our readers…
“The articles are extremely timely and highly applicable”
“I often find critical information not available elsewhere”
“As in-house counsel, Mondaq’s service is of great value”

Press Releases from this Firm
Recent Content from this Firm
By Joseph Escarez, Anne Dunne
By Rashal Baz, Katherine Mendez, Chelsea Mesa
By Susan Ryan
By Kristina Launey, Melissa Aristizabal, Walter Mullon
By James Goodfellow, Jr., Sam Schwartz-Fenwick
By Gregory Markel, Heather Murray, Sarah Kinne
By Maura Travers, Michelle Gergerian, Gabriel Mozes
By Gena Usenheimer, Lori Meyers, Joshua Seidman, Meredith-Anne Berger
By William Hanlon, Timothy McKeon
By Gregory Markel, Jonah Hecht, Sarah Kinne
Font Size: