IP Warranties in Share Purchase Agreements: Essential Buyer Protections in Saudi M&A
EXECUTIVE SUMMARY In many transactions, IP rights have become the most valuable asset. Drafting their warranties with traditional templates from consumer-goods deals leaves the buyer exposed to costly risks — particularly regarding open-source code and former-employee IP claims. In a growing number of today’s transactions, intellectual property rights have become the most valuable assets of […]
Disclosure Letters in Private Acquisition Transactions: How They Protect Deal Parties Under Saudi Regulations
In private mergers and acquisitions (Private M&A), particularly transactions based on share purchases, the Disclosure Letter is one of the most important transaction documents. It is not merely a routine paper; it is a “safety valve” that clearly defines the risks retained by the seller and those accepted by the buyer. The Disclosure Letter allows […]
What Investors Need to Know About Shares in Saudi Unlisted JSCs
A practical legal perspective on share issuance, transfer, pre-emption rights, and the most common blind spots before closing In every kick-off meeting for a private investment transaction in a Saudi unlisted joint stock company, one phrase rises above the rest: “The company isn’t listed, so we have full flexibility.” That phrase is partly correct and […]
After the SPA Is Signed: Why M&A Deals Stumble in the Closing Mechanics
A practical guide to the ancillary documents that turn a Saudi share purchase agreement into a legally effective transfer of ownership In every M&A transaction we work on, the same question arrives from the client the day after signing: “So — the deal is done?” The honest answer: no. It has just begun. The Share […]