Letters of Intent

News & Analysis as of

Survival of Non-Binding LOI Provisions Does Not Make Them Binding

On September 30, 2014, the Delaware Supreme Court reversed a jury verdict finding that ev3, Inc. breached its contractual obligation to the shareholders of Appriva Medical, Inc., a company purchased by ev3. In ev3, Inc. v...more

Regulators release Statements of Intent

The Australian Government (via The Treasury) has published Statements of Expectations for the Australian Prudential Regulation Authority (APRA), the Australian Competition and Consumer Commission (ACCC) and the Australian...more

Cellana And Galil Algae Team Up On High Value Algae Biomass

On June 23, 2014, U.S. algae developer Cellana, Inc. announced that it has entered into a letter of intent with Galil Algae Cooperative Agriculture Society Limited of Israel for the production of high-value algae products for...more

A “virtual merger” is underway between Chicago-area Alexian Brothers Health System and Adventist Midwest Health

Chicago-area Alexian Brothers Health System and Adventist Midwest Health signed a non-binding letter of intent to form a joint operating company, a collaboration commonly referred to as a virtual merger. As Alexian brings...more

Letter of Intent: Gateway to a Deal

Your time is valuable. So is the business that you are thinking about selling or the business you intend to acquire. You may also be thinking that before running up professional advisor costs, your business folks should...more

Deconstructing a Letter of Intent for Business Owners, Part 1

I recently appeared on an episode of the Private Equity FunCast: “The Art (and Science?) of the LOI” to talk deal terms with private equity masters Devin Mathews and Jim Milbery. This well-spent hour got me thinking about...more

Mississippi CON Report - May 2014

In this Report: - I. April 2014 – Mississippi Certificate of Need Meeting - II. Certificate of Need Program Report – Filings/Reports Since March 2014 - A. Letters of Intent to Change Ownership - B....more

“A letter of intent is the invention of the devil [that] should be avoided at all costs.” -- Stephen R. Volk, Esq. regarding the...

A Dallas jury recently reminded us why Mr. Volk lamented letters of intent. Enterprise Products Partners, L.P. is currently appealing that jury’s finding of $319MM in actual damages and $914MM for improper benefits due to...more

New Survey: Half Of Private Equity Executives Focus On Operational Improvements Before Signing Letter Of Intent

The Deal and Pepper Hamilton LLP released a special report, Strengthening Companies: Operational Improvement Trends, outlining the findings from a new survey of private equity executives. The survey demonstrated the...more

Tennessee CON Report - April 2014

In this Report: - I. April 2014 — Tennessee Certificate of Need Meeting - A. Certificate of Need Review - II. Certificate of Need Program Report — Filings Since March 2014 Meeting - B. Applications for...more

Mainebiz Real Estate Insider – LOI ROI: The Value of a Letter of Intent

Efficiency and value are fundamental guiding principles in our business lives and most of us look for ways to maximize those qualities. In real estate transactions, whether you are a buyer, seller, landlord, or tenant, a...more

Mississippi CON Report - April 2014

In this Report: I. March 2014 – Mississippi Certificate of Need Meeting II. Certificate of Need Program Report – Filings/Reports Since February 2014 - A. Letters of Intent to Change Ownership - B....more

Tennessee CON Report - March 2014

In this Report: - I. March 2014—Tennessee Certificate of Need Meeting - A. Consent Agenda - B. Certificate of Need Review - C. General Counsel’s Report - II. Certificate of Need Program Report —...more

Tenant Leases: Save Time & Money In The Leasing Process

For both Office and Retail Leases, here are some key ways Tenants can save time and money in their lease negotiations: - Right Team: Involve an experienced real estate broker early on in the process. Brokers let you...more

Estimates in Letters of Intent Can Come Back to Bite

With the beginning of the new year, it is important to remember that letters of intent—and landlord generated items delivered pursuant to a letter of intent – have legal consequences, even when the terms of the letter of...more

Mississippi CON Report - January 2014

In this Report: - I. December 2013 – Mississippi Certificate of Need Meeting - II. Certificate of Need Program Report – Filings/Reports Since November 2013 - A. Letters of Intent to Change Ownership...more

Good Faith Belief of Invalidity May be Defense to Induced Infringement and Opinion Letters May Become Increasingly Important

The Federal Circuit recently denied a request for rehearing en banc in the matter of Commil USA, LLC v. Cisco Sys., Inc., in a 6-5 vote of the participating judges. 2013 U.S. App. LEXIS 21713 (Fed. Cir. Oct. 25, 2013)...more

Mississippi CON Report - October 2013

In this Issue: - I. September 2013 – Mississippi Certificate of Need Meeting - II. Certificate of Need Program Report – Filings/Reports Since August 2013 CON Meeting - A. Letters of Intent to Change...more

California Court of Appeal Allows Tenant's Fraud Suit Against Shopping Center Landlord Based on Estimates for Real Property Taxes,...

Last week, the California Court of Appeal for the Second District reversed a trial court’s decision which dismissed a tenant’s lawsuit against a shopping center landlord based on the disparity between estimates of certain...more

Letters of Intent Save Clients Money

The complexity of documents for business transactions continues to grow exponentially. In 1985, a standard lease for a 5,000 RSF space was often less than 20 pages. In 2013, it’s not uncommon for a lease for a 2,000 RSF...more

Tennessee CON Report - July 2013

In This Report: - I. July 2013 – Tennessee Certificate of Need Meeting - II. Letters of Intent and CON Applications Filed in July 2013 - III. Projects Deemed Complete for Review at August 2013 Meeting...more

The High Price of Imprecision: An Examination of the Enforcement of Letters of Intent Under California Law

Letters of intent and other similar pre-contractual documents, such as term sheets or memorandums of understanding, are used extensively in California real estate transactions as a means for negotiating parties to demonstrate...more

Mississippi CON Report - June 2013

In This Report: - I. May 2013 - Mississippi Certificate of Need Meeting - II. Report of the Ad Hoc Certificate of Need Committee – Proposals for Freestanding Emergency Department Pilot Program and Revisions to...more

The Risk of Intent in Your Letter of Intent

Although the press frequently reports cavalierly on the execution of a “letter of intent” (“LOI”), as if it is a meaningless document, a LOI can be enforced if the parties intend to be bound, which turns primarily upon a...more

Proper Use of Letters of Intent

The parties to purchase or lease transactions involving long term care facilities frequently sign letters of intent as a preliminary step in completing the transaction. Drafted carefully, letters of intent enhance the...more

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