Mergers and Acquisitions For Dummies (104 page)

Letter of Intent

This section shows you a sample letter of intent (LOI). As with all M&A documents, the exact letter you use depends on your specific deal, but this example can give you a jumping-off point.

Due Diligence Checklist

The information in this section is a very detailed listing of typical due diligence information, split into common categories. Not all items apply to each situation, of course, but this appendix can give you an idea of the breadth and depth of needed materials
.
Flip to Chapter 14 for more on the due diligence process. Many thanks to Kinsella Group for supplying this list!

Note:
Reporting period
refers to the most recent financial period.

Corporate information

Copies of the company's Articles of Incorporation, including all amendments.

Copies of the company's bylaws and all amendments.

Copies of the company's corporate minute books (including minutes of meetings of the shareholders, boards of directors, and committees thereof).

Copies of correspondence with shareholders, including proxy solicitations and annual reports, during the reporting period.

Listing of shareholders (including name, address, and telephone number) and number of shares held by each.

Listing of all directors and officers (including name, address, and telephone number).

Copies of all shareholders' agreements, voting trust agreements, or other restrictive agreements relating to the sale, transfer, or voting of shares of capital stock of the company or any of its subsidiaries.