A Letter Of Intent Private Equity (LOI) is a crucial preliminary document used in the initial stages of private equity transactions under Swiss law. It serves as a roadmap for the proposed investment or acquisition, typically issued after initial discussions but before detailed due diligence and definitive agreements. The document outlines key commercial terms, valuation parameters, exclusivity periods, and the framework for further negotiations. While predominantly non-binding, certain provisions such as confidentiality, exclusivity, and costs are usually binding under Swiss law. The LOI helps parties align their expectations early in the process and provides a structured basis for proceeding with detailed due diligence and transaction documentation. It must comply with Swiss legal requirements, particularly the Swiss Code of Obligations and financial market regulations, while addressing specific considerations relevant to private equity investments.
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1. Date and Parties: Identification of the date and all parties involved, including the PE firm, target company, and any key shareholders
2. Introduction/Background: Brief context of the proposed transaction and parties' current situation
3. Definitions: Key terms used throughout the document
4. Transaction Structure: Outline of the proposed investment structure, including type of securities and ownership percentage
5. Purchase Price and Payment Terms: Proposed valuation, payment structure, and any earn-out mechanisms
6. Due Diligence: Scope and process for conducting due diligence investigation
7. Exclusivity: Terms and duration of exclusive negotiation rights
8. Confidentiality: Obligations regarding confidential information exchange
9. Costs and Expenses: Allocation of transaction costs and expenses
10. Timeline: Proposed schedule for completing the transaction
11. Binding vs. Non-Binding Provisions: Clear designation of which provisions are legally binding
12. Governing Law and Jurisdiction: Specification of Swiss law application and jurisdiction
13. Signatures: Execution blocks for all parties
1. Management and Employment: Used when there are specific arrangements for key management retention or changes
2. Conditions Precedent: Include when there are specific conditions that must be met before proceeding
3. Break Fee: Used when parties want to include provisions for compensation if the deal fails under specific circumstances
4. Regulatory Approvals: Include when the transaction requires specific regulatory clearances
5. Financing Conditions: Used when the PE firm needs to specify financing contingencies
6. Corporate Governance: Include when there are specific post-closing governance arrangements to be outlined
7. Non-Compete/Non-Solicit: Used when preliminary agreement on non-compete terms is required
1. Transaction Timeline: Detailed schedule of key dates and milestones
2. Due Diligence Requirements: List of required documents and information for due diligence
3. Key Terms Sheet: Summary of principal terms of the proposed transaction
4. Corporate Structure: Current and proposed corporate structure diagrams
5. Required Approvals: List of necessary regulatory and third-party approvals
6. Key Personnel: List of key management and employees relevant to the transaction
Authors
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Relevant Industries
Technology
Manufacturing
Healthcare
Financial Services
Consumer Goods
Industrial
Real Estate
Energy
Infrastructure
Telecommunications
Life Sciences
Professional Services
Retail
Media and Entertainment
Agriculture
Relevant Teams
Legal
Finance
Mergers & Acquisitions
Corporate Development
Investment
Due Diligence
Risk Management
Compliance
Tax
Strategy
Corporate Secretariat
Executive Leadership
Board of Directors
Relevant Roles
Chief Executive Officer
Chief Financial Officer
Private Equity Partner
Investment Director
General Counsel
Corporate Development Director
Head of Mergers & Acquisitions
Investment Manager
Transaction Manager
Due Diligence Manager
Risk Manager
Compliance Officer
Board Member
Managing Director
Investment Associate
Financial Controller
Corporate Secretary
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