This report illustrates and summarizes our findings on the prevalence of, variation in and correlation between sandbagging provisions and “10b-5”/full disclosure representations in M&A agreements publicly filed in 2016.
To create this report, we leveraged our set of pre-built M&A agreement provision models and deployed Kira on deals filed in EDGAR in 2016. Kira then automatically identified and extracted the sandbagging and “10-b5”/full disclosure representation provisions from those recent deals.
Kira can be used to create a searchable clause archive from any document set—including, for example, a law firm’s own archive of prior deal documents from its document management system. Using Kira, you can unearth what’s standard practice for the many private transactions which are never publicly disclosed and to easily find real precedent clause language to apply to future transactions.