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Series 79: M&A, Tender Offers & Restructuring
Series 79 practice questionmediumMerger Types

Which type of merger is most commonly used when the acquirer wants to preserve the target’s contracts that contain anti-assignment clauses?

  1. ADirect statutory merger
  2. BReverse triangular merger✓ Correct answer
  3. CForward triangular merger
  4. DAsset purchase
Explanation

Why BReverse triangular merger

A reverse triangular merger is commonly used when preserving target contracts is important because the target survives as a subsidiary of the buyer. Since the target legal entity remains in place, contracts with anti-assignment clauses are less likely to require consent than in an asset purchase or many forward-merger structures.

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