Latest / The Acquisition Talk with Fexingo: Mergers, Buyouts, and Business Sales for Operators
The MAC Clause That Cost a Buyer 45 Million
When the deal is signed but not yet closed, a material adverse change clause can mean everything. In this episode, Lucas and Luna dissect a 2024 acquisition where a buyer invoked the MAC clause to back out of a $300 million deal — and paid a $45 million reverse termination fee after a court ruled the change didn't qualify. You'll learn what counts as a MAC, why courts view them with skepticism, and how to draft a clause that actually protects you without scaring off the seller. With real examples and practical takeaways, this is a must-listen for anyone buying or selling a business…
The skinny
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