Closing
Category: Explaining the Deal
What is it?
The mechanics of how we get from “here’s the deal” and “here’s what you’re getting paid” to “here’s how and when this is going to happen.”
When does it matter?
The closing details matter for knowing when the deal will get done, for understanding what kind of transaction is occurring, and the effective time of the closing (important for knowing how much of what happens on the day is for whose benefit and what gets included in a working capital adjustment).
What to look out for?
Is your transaction one-step (the closing is effective as of the date of the agreement) or two-step (the closing is not tied to the date of the agreement but instead to when certain covenants have been performed)? And, as referenced above, what is the effective time of the closing? It will either be 12:01 a.m. as of the closing date or 11:59 p.m. Depending on your business, the difference could be meaningful.