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Stock Purchase Letter Of Intent Template for Nigeria

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Key Requirements PROMPT example:

Stock Purchase Letter Of Intent

"I need a Stock Purchase Letter of Intent under Nigerian law for my tech company's proposed acquisition of 60% shares in a Lagos-based software development firm, with exclusivity period until March 2025 and estimated purchase price of NGN 500 million."

Document background
A Stock Purchase Letter of Intent (LOI) is a crucial preliminary document used in Nigerian corporate transactions when one party intends to purchase shares in a company. It serves as a roadmap for the transaction, outlining key terms such as purchase price, due diligence requirements, and timeline, while establishing certain binding obligations like confidentiality and exclusivity. This document is particularly important in the Nigerian business context, where it helps parties align their expectations and commence due diligence while complying with local corporate and securities laws. While not the final agreement, the LOI demonstrates serious intent and typically precedes more detailed definitive agreements. It's commonly used in both private and public company transactions, though the specific terms and complexity may vary based on the transaction size and nature of the business.
Suggested Sections

1. Date and Parties: Identification of the parties, their registered addresses, and company registration details

2. Introduction/Background: Brief context of the proposed transaction and current ownership of target shares

3. Definitions: Key terms used throughout the document

4. Proposed Transaction: Overview of the intended stock purchase, including number of shares and basic terms

5. Purchase Price: Proposed purchase price or pricing mechanism for the shares

6. Due Diligence: Framework for the buyer's investigation of the company and its shares

7. Confidentiality: Binding provisions regarding the confidential treatment of shared information

8. Exclusivity: Period during which the seller cannot negotiate with other potential buyers

9. Timeline: Proposed schedule for completing due diligence and executing definitive agreements

10. Non-Binding Nature: Clear statement that the LOI is non-binding except for specified provisions

11. Governing Law: Specification of Nigerian law as governing law

12. Signatures: Execution blocks for authorized representatives of all parties

Optional Sections

1. Break Fee: Terms of any break-up fee payable if the transaction doesn't proceed, used in larger transactions

2. Cost Allocation: Agreement on how transaction costs will be shared, included when significant costs are expected

3. Management Arrangements: Preliminary terms for post-completion management, used when management changes are contemplated

4. Regulatory Approvals: Framework for obtaining necessary regulatory approvals, included for regulated industries or large transactions

5. Employee Matters: Preliminary agreement on treatment of employees, included when significant workforce is involved

6. Conditions Precedent: Key conditions that must be met before proceeding with the transaction, used in complex deals

Suggested Schedules

1. Schedule A - Target Shares: Detailed description of the shares to be purchased, including class, rights, and current ownership

2. Schedule B - Price Calculation: Detailed methodology for calculating the purchase price, if complex

3. Schedule C - Due Diligence Requirements: List of required documents and information for due diligence

4. Schedule D - Timeline: Detailed timeline with specific milestones and deadlines

5. Schedule E - Binding Terms: Clear list of which provisions are intended to be binding

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓÆµ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



































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Relevant Industries

Financial Services

Manufacturing

Technology

Real Estate

Energy and Natural Resources

Healthcare

Telecommunications

Agriculture

Consumer Goods

Professional Services

Infrastructure

Transportation and Logistics

Mining

Education

Retail

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Executive Management

Compliance

Corporate Secretariat

Investment

Business Development

Risk Management

Relevant Roles

Chief Executive Officer

Chief Financial Officer

Chief Legal Officer

Managing Director

Corporate Lawyer

Investment Banker

Business Development Manager

Company Secretary

Financial Director

Mergers & Acquisitions Manager

Legal Counsel

Corporate Development Director

Investment Manager

Board Director

Compliance Officer

Industries








Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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