What happens when a minority of shareholders don’t agree to the terms to acquire or merge their company? The terms could change drastically… or the deal could fall apart completely. 

But, says Nate Gallon, managing partner of the Silicon Valley office of Hogan Lovells, there’s a way to avoid that fate… because the shareholders will be contractually obligated to vote “yes” on the sale. This provision is well-known in the world of Private Equity and Venture Capital but not elsewhere.

Nate talks about how to lay the legal groundwork to make this strategy work, as well as…

• Why you have to look at the Liquidation Waterfall
• How to ensure that small shareholders don’t sabotage a closing
• The best person to provide you with this provision (if you don’t have it already and don’t even know)
• The dangers of appraisal rights claims
• And more