Let's talk asset management M&A: Episode 3: The gap between signing and closing
Video Details
In the third episode of our asset management M&A vodcast series, Richard Sheen and Clementine Hogarth, partners in our London Financial Institutions team are joined by Giota Skiathiti, a Regulatory lawyer in our London Financial Institutions team to discuss the period between signing and closing a transaction - the gap period.
Our speakers explore the legal, regulatory and commercial considerations that arise during this interim period. They begin by discussing the rationale for the gap, which typically centres on the need to obtain regulatory change of control approvals, antitrust clearances and foreign direct investment (FDI) consents. These requirements can significantly influence deal timetables, especially in multi-jurisdictional transactions.
The episode also addresses the use of Clean Team Agreements to manage sensitive information and business conduct. These mechanisms are particularly relevant in transactions involving competitors or people-heavy businesses, where balancing operational continuity with buyer protections can be contentious.
Further discussion focuses on the risk of asset and employee attrition during the gap period, and how parties negotiate protections such as material adverse change (MAC) clauses and retention arrangements. The discussion also considers the challenges of regulatory engagement, including jurisdiction-specific requirements and the potential for conditional approvals that may affect deal value or strategy.
Subscribe for future ‘Let’s talk asset management’ M&A vodcasts
Key links:
Let's talk asset management podcast
