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Article
Bare But Not Unfair: Court Approves Naked No Vote Break Fee
The recent Ausmincon/Afry scheme has reignited debate over naked no vote break fees in Australian M&A transactions. While these fees have been largely absent from public deals for the past decade, the Court's decision reconfirms they are not inherently coercive and need not be minimal. What factors enabled this $1 million break fee—exceeding 1% of equity value—to withstand judicial scrutiny?
Australia Commercial
KL
Herbert Smith Freehills Kramer LLP
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Part 5: Built To Sell: Why The First Franchise Agreement Shapes The Exit Ten Years Later
Most prospective franchisors are focused, reasonably enough, on the beginning; the first territory, the first franchisee, the first year of trading. The exit is, at best, a distant abstraction. But the decisions made at the outset of a franchise system shape the value of that system more than almost any other factor, and by the time a founder is actively preparing for sale, most of the choices that will determine the valuation have already been made. The exit is not an event at the end of the journey. It is a design principle that either runs through the system from day one, or does not.
Australia Commercial
Whelan Lawyers
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