Membership Interest Subscription Agreement (Buyout Form) | Practical Law

Membership Interest Subscription Agreement (Buyout Form) | Practical Law

A subscription agreement to be used in a private equity buyout. This agreement sets out the terms and conditions by which an equity sponsor purchases equity in a newly formed holding company to finance the acquisition of a portfolio company. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.

Membership Interest Subscription Agreement (Buyout Form)

Practical Law Standard Document w-019-0393 (Approx. 20 pages)

Membership Interest Subscription Agreement (Buyout Form)

by Practical Law Corporate & Securities
Maintained • Delaware, USA (National/Federal)
A subscription agreement to be used in a private equity buyout. This agreement sets out the terms and conditions by which an equity sponsor purchases equity in a newly formed holding company to finance the acquisition of a portfolio company. This Standard Document has integrated notes with important explanations and drafting and negotiating tips.
On August 23, 2023, the SEC adopted new rules under the Investment Advisers Act of 1940 for private fund advisers (see Legal Update, SEC Adopts New Rules for Private Fund Advisers) (the "New Rules"). The New Rules are generally effective 12 to 18 months after publication in the Federal Register and will have a material impact on limited partnership agreements for private equity funds and may require revisions to this resource. Updates are planned in the near future. For more information on the final rule, see Private Fund Advisers; Documentation of Registered Investment Adviser Compliance Reviews, Fed. Reg. 88 FR 63206 (Sept. 14, 2023).