icon illustrating digitalization

Standardization of a share purchase agreement (SPA)

for small and mid-cap transactions

A team of experts (e.g. inhouse legal departments, law firms, banks, legal designers, universities) aims to create a widely accepted Standard SPA for small- and mid-size private M&A transactions. Above all, such a Standard SPA template will provide a generic document structure and basic T&Cs. Additionally, it will provide guidance on relevant aspects of the M&A transaction. These include a fair and balanced allocation of risks and responsibilities.

A Standard SPA will allow one to execute transactions faster, more effectively and in a digital negotiation & execution environment. Instead of arguing over the “best” template, the team can focus completely on the specifics of the transaction.

Initially in a new transaction, the parties of an M&A transaction might agree to the use the publicly available Standard SPA. Furthermore, one could use the template for future automation scenarios, e.g. a Common Legal Platform or other collaboration tools.

LLI representatives and a designated project resource from Deloitte are heading this project. The team is carrying out the initiative in the following five phases:

  • Scoping: understand and gather content
  • Standardization: jointly create a Standard SPA template draft
  • Adoption: align with all stakeholders and communication plan
  • Visualization: showcase the “simplification” of templates
  • Digitalization: agree on how to automate the template (clauses)

The Liquid Legal Institute accepted this project in March 2019 and it is currently open to members.

Please contact us for more information.