NDA Process Solutions For HoldCos

December 11, 2024

by a searcher from Northwestern University - Kellogg School of Management in San Francisco, CA, USA

Does anyone have suggestions for streamlining the NDA process?

Think that searchers are out there signing every NDA without reading them. Many brokers take this as market and will not engage around significant redlines to an NDA. HoldCo investors have to be concerned about implications for their portcos if the acquisitions team is signing NDAs blindly, though.

Are there key risks to look out for so reviewing NDAs is a manageable task? Is there an outsourced solution short of either hiring an attorney / paralegal in house or paying full freight on hours billed to a competent lawyer to review every NDA? Feel like I'm missing ~50% of intermediated deals because the broker won't engage on NDA redlines.

Please let me know what you've heard / what has worked for you to solve this problem.

Thanks.

Reply by an investor
from Stanford University in Bellevue, WA, USA

After reviewing. a bunch of them, I began to understand what the important points were and didn't need a lawyer to review them. Most are fairly straight forward with terms I could live with so I would sign them. For those that had terms that were non-starters for me, I would just let them know and if they didn't move on the terms (which is most of the time), I'd move on.

Reply by a searcher
from Stevens Institute of Technology in New York Metropolitan Area, USA

It really depends on who you are dealing with on the other side of the table. Best thing is to have your own MUTUAL NDA that you share with the other side. Most often, the issues are time (of the NDA) and review/destruction requirements.

+3 more replies.

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