The “Binding” Letter of Intent, Corporate Acquisition Strategy Via Litigation

KGR helped the client enter into a “binding letter of intent (LOI)” with minority shareholders to purchase the minority shares of company.  The goal was to acquire the entire target company by enforcing the shareholder agreement rights and obligations.    The shareholder agreement contained various triggers for compelling the sale of shares, or the right to purchase shares.  The majority shareholder also happened to be terminally ill with serious health and potential capacity issues, thus certain corporate avoidance actions were subject to attack.  The successful litigation strategy was based on strict interpretation and enforcement of the shareholder agreement and enforcement of the LOI as a binding unconditional minority shareholder contract, not a mere conditional statement of intent.  The result was an industry impacting business resolution and the acquisition of the target company via the LOI strategy and contract enforcement strategies. For a thorough discussion of these issues, or if you have other questions regarding your minority shareholders rights, please contact David Wright and Kevin Koons, or one of our other attorneys here to discuss your situation. It would be our pleasure to assist you.