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Deal Risk

What should I do if material adverse facts emerge between signing and closing?

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Interim-period risk is the exposure that material adverse facts emerge between signing and closing, when the buyer is contractually committed but not yet the owner.

New information about the target's performance, a lost contract, a regulatory problem or a market shock raises the question of whether the buyer can renegotiate, invoke a material-adverse-change clause, or must complete regardless.

Boards care because the answer turns on contract drafting agreed before the facts were known.

This research note explains how interim-period risk presents in your chosen jurisdiction and industry, a framework for MAC clauses, conditions and interim covenants, scenarios of adverse developments, the warning indicators, realistic impact ranges, and mitigation, with guidance on when to engage deal counsel.

It is research, not legal advice.

Reference material for informed readers, not advice.

What's included

  • What this risk looks like in practice
  • Legal and regulatory framework in your country
  • Industry-specific risk profile for your industry
  • Real-world scenarios
  • Early warning indicators
  • Impact analysis
  • Comparative risk context
  • Mitigation and control strategies
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What should I do if material adverse facts emerge between signing and closing

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Research, not advice. Consult a qualified professional before acting on anything in this report.

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