Extract to table

Notwithstanding the foregoing arguments, we must candidly assess the limitations of the efficiencies defense in the current enforcement environment

These requirements typically include: • The purchaser must have the financial capability to operate and invest in the divested business on an ongoing basis; • The purchaser must have industry expertise or a credible plan for acquiring the necessary expertise to compete effectively in the procurement-SaaS market; • The purchaser must be independent of the divesting party — i

Given the current FTC's preference for certainty of execution, the Commission may require an "upfront buyer" — meaning that the identity of the purchaser must be identified and approved by the FTC before the consent decree is finalized

Ardent Capital GP II LLC, as the general partner of Fund II, owes fiduciary duties to the Fund II limited partners, and a decision to divest Vectis in order to facilitate a Fund III transaction raises inherent conflicts of interest that must be carefully managed

These conflicts must be managed through appropriate governance processes, including LP advisory committee consultation and, potentially, independent counsel for the Fund II GP