BillD
Registered User
- Feb 12, 2004
- 14,670
- 804
Definition of 'Breakup Fee'I am a lawyer, but not the kind that would ever do this type of work. I do criminal defense.
I mean, if you had a deal on the table and you wanted to make sure it was left open (an "option" is what this is called) you pay for that privilege.
I'll give you an example:
Say I'm saying bulk "Big Corsi" tee-shirts.
You tell me that you want to buy the whole summer collection of "Big Corsi" tee shirts. You're offering $400 for it.
I would say, "Lets draw up the paperwork, but I haven't decided that I want to sell my entire collection so here's what I'll do: I'll pay you $10 to leave your "offer" open for me to accept at any time; if I don't take you up on the offer you can keep the $10."
That's an option in a nutshell.
Now I'm not following the sale stuff very closely (or even at all, really); but I do have a pretty good grasp of the basic legal principles I learned in law school, and this is one of them.
Does that square it up a little bit?
A common fee used in takeover agreements if the seller backs out of a deal to sell to the purchaser. A breakup fee, or termination fee, is required to compensate the prospective purchaser for the time and resources used to facilitate the deal. Breakup fees are normally 1-3% of the deal's value.
A company might pay a breakup fee if it decides not to sell to the original purchaser and instead sells to a competing bidder with a more attractive offer. Sometimes a breakup fee can discourage other companies from bidding on the company because they would have to bid a price that covers the breakup fee.