FR EA

Smart scan

Point it at a matter: it detects document types, builds the chronology, and lists every party. Live.

Smart scan / 1006-00007
Client 1006 M&A / Corporate 12 docs · open →

Document types detected

Contract / agreement9
Analysis / memo2
Engagement letter1

Parties across the matter

CRESTLINE PACKAGING SOLUTIONS LLCCounsel Crestline Packaging Solutions LLCCrestline Packaging Solutions LLCDelaware LLCEmployee Retirement IncHARKNESS LLPHalcyon Chartered Accountants LLPHarkness LLPM. VossM. Voss RightNational Registered Agent Services IncNiagara Industrial Realty LLCNorthbridge Environmental Consulting Group LLCOF CRESTLINE PACKAGING SOLUTIONS LLC

Chronology

2027-01-20 · closing-checklist.xlsx
… strial coatings, United States and Canada) from Closing Date (through January 20, 2027) | Seller Principals | January 20, 2023 | Complete | Included in APA (Seller Principals s …
2026-01-20 · closing-checklist.xlsx
… nsferred employees and ProShield customers from Closing Date (through January 20, 2026) | Seller Principals | January 20, 2023 | Complete | Included in APA K-3 | K. Restrictive …
2025-03-17 · closing-checklist.xlsx
… anuary 16, 2025; payment due within 60 days after Earnout Period end (March 17, 2025) | Buyer's Counsel | January 20, 2023 | Complete / Noted | Volume-based: threshold 2,400, …
2025-03-17 · funds-flow-memorandum.xlsx
… l be due within 60 days after the end of the Earnout Period (i.e., by March 17, 2025). Note — Working Capital | Estimated net working capital at Closing is $1,850,000 vs. Tar …
2025-01-16 · closing-checklist.xlsx
… tingent and not funded at Closing; Earnout Period: January 17, 2023 – January 16, 2025; payment due within 60 days after Earnout Period end (March 17, 2025) | Buyer's Counsel | …
2025-01-16 · funds-flow-memorandum.xlsx
… ost-closing performance during the Earnout Period (January 17, 2023 – January 16, 2025) and are NOT funded at Closing. Any earnout payment will be due within 60 days after the …
2025-01-16 · email-kowalski-to-okonkwo-apa-comments.eml
… uring a 24-month Earnout Period running from January 17, 2023 through January 16, 2025. The earnout tiers are as follows: - *Threshold:* 2,400,000 gallons. No earnout is payab …
2025-01-16 · structuring-memo-earnout-analysis.docx
… 3, the day immediately following the target Closing Date, and ends on January 16, 2025, resulting in a full 24-month measurement window. Rationale for Volume-Based Metric. Afte …
2025-01-16 · executed-apa-proshield.docx
… y-four (24)-month period commencing on January 17, 2023 and ending on January 16, 2025. "Earnout Statement" has the meaning set forth in Section 3.3(c). "Encumbrance" or "Lien" …
2024-01-20 · closing-checklist.xlsx
… 023-00418; $2,000,000 escrow deposit; release 12 months post-Closing (January 20, 2024) | Buyer's Counsel / Escrow Agent | January 12, 2023 | Complete | Executed January 12, 20 …
2024-01-20 · funds-flow-memorandum.xlsx
… TES Escrow Release | Escrow of $2,000,000 to be released to Seller on January 20, 2024 (12 months post-Closing), net of pending or resolved indemnification claims. Escrow Agent …
2023-07-20 · closing-checklist.xlsx
… onth for up to 6 months post-Closing (total max $210,000); expiration July 20, 2023 | Buyer's Counsel / Seller's Counsel | November 28, 2022 | Complete | Executed November 2 …
2023-07-20 · funds-flow-memorandum.xlsx
… total). Service Provider: Voss Chemical Industries, Inc. Expiration: July 20, 2023. TSA fees to be paid monthly post-Closing and are not included in this funds flow. Facili …
2023-07-20 · transition-services-agreement.docx
… ctual Closing Date of January 20, 2023, the Service Period expires on July 20, 2023. "Services" means the transition services described in Article II of this Agreement and d …
2023-04-20 · closing-checklist.xlsx
… arget NWC: $1,800,000; true-up within 90 days post-Closing (deadline: April 20, 2023); dollar-for-dollar adjustment, no collar | Buyer / Buyer's Counsel | January 20, 2023 | …
2023-04-20 · funds-flow-memorandum.xlsx
… ar-for-dollar true-up to be completed within 90 days post-Closing (by April 20, 2023). Any adjustment payment will be made separately. [sheet: Sources of Funds] Line No. | So …
2023-04-20 · structuring-memo-earnout-analysis.docx
… ys), the working capital true-up deadline would fall on approximately April 20, 2023. Buyer will deliver the final Closing balance sheet and a statement of Closing NWC to Sel …
2023-03-31 · executed-apa-proshield.docx
… cluding with respect to quantity and frequency). "Outside Date" means March 31, 2023. "Permits" means all permits, licenses, certifications, approvals, registrations, consent …
2023-02-28 · apa-redline-seller-markup.docx
… ce with the methodology set forth in Exhibit G. "Outside Date" means February 28, 2023, or such later date as may be agreed upon in writing by Buyer and Seller. "Permitted Lien …
2023-02-28 · draft-apa-proshield-v1.docx
… nce with the methodology set forth in Exhibit G. "Outside Date" means February 28, 2023, or such later date as may be agreed upon in writing by Buyer and Seller. "Permitted Lien …
2023-02-03 · closing-checklist.xlsx
… sing deliverables for distribution to all parties | Buyer's Counsel | February 3, 2023 | Pending | Calderwood & Harkness LLP to circulate closing binder within 14 days post-Clo …
2023-01-20 · buyer-officer-certificate.docx
… Delivered Pursuant to Section 8.2(d) of the Asset Purchase Agreement January 20, 2023 This Officer's Certificate (this "Certificate") is delivered pursuant to Section 8.2(d) o …
2023-01-20 · closing-checklist.xlsx
… roduct line to Crestline Packaging Solutions LLC | Seller's Counsel | January 20, 2023 | Complete | Delivered at Closing A-5 | A. Transaction Agreements — Execution & Delivery …
2023-01-20 · funds-flow-memorandum.xlsx
… Solutions LLC Seller | Voss Chemical Industries, Inc. Closing Date | January 20, 2023 Prepared By | Calderwood & Harkness LLP Lead Associate | Ryan Kowalski Working Associate …
2023-01-20 · structuring-memo-earnout-analysis.docx
… nting principles specified in the APA. Assuming the Closing occurs on January 20, 2023 (the current target Closing Date is January 16, 2023, but allowing for potential short de …
2023-01-20 · transition-services-agreement.docx
… uch later date as provided in the APA (the actual Closing occurred on January 20, 2023) (the "Recital B"); WHEREAS, in order to facilitate the orderly transition of the ProShie …
2023-01-17 · closing-checklist.xlsx
… 00 maximum) are contingent and not funded at Closing; Earnout Period: January 17, 2023 – January 16, 2025; payment due within 60 days after Earnout Period end (March 17, 2025) …
2023-01-17 · funds-flow-memorandum.xlsx
… are contingent on post-closing performance during the Earnout Period (January 17, 2023 – January 16, 2025) and are NOT funded at Closing. Any earnout payment will be due within …
2023-01-17 · email-kowalski-to-okonkwo-apa-comments.eml
… randed coatings shipped during a 24-month Earnout Period running from January 17, 2023 through January 16, 2025. The earnout tiers are as follows: - *Threshold:* 2,400,000 gal …
2023-01-17 · structuring-memo-earnout-analysis.docx
… ) during the 24-month Earnout Period. The Earnout Period commences on January 17, 2023, the day immediately following the target Closing Date, and ends on January 16, 2025, res …
2023-01-17 · executed-apa-proshield.docx
… Earnout Period" means the twenty-four (24)-month period commencing on January 17, 2023 and ending on January 16, 2025. "Earnout Statement" has the meaning set forth in Section …
2023-01-16 · closing-checklist.xlsx
… / Seller / Escrow Agent | Complete | Trust Officer: Rachel Underwood January 16, 2023 | Target Closing Date (per APA) | All Parties | Deferred to January 20, 2023 | Actual Clo …
2023-01-16 · funds-flow-memorandum.xlsx
… rowing. Actual vs. Target Closing Date | Target Closing Date per APA: January 16, 2023. Actual Closing Date: January 20, 2023. AUTHORIZED SIGNATORIES Buyer — Crestline Packagin …
2023-01-16 · email-kowalski-to-okonkwo-apa-comments.eml
… ze-of-transaction threshold. **Closing** The target Closing Date is January 16, 2023. Conditions to Closing include, among other customary conditions: (i) lender consent from …
2023-01-16 · structuring-memo-earnout-analysis.docx
… losing occurs on January 20, 2023 (the current target Closing Date is January 16, 2023, but allowing for potential short delays), the working capital true-up deadline would fal …
2023-01-16 · escrow-agreement-pinnacle.docx
… date on which the Closing actually occurs. The target Closing Date is January 16, 2023; the actual Closing Date shall be determined upon the occurrence of the Closing in accord …
2023-01-16 · executed-apa-proshield.docx
… red Thousand (3,800,000) Gallons Shipped. "Target Closing Date" means January 16, 2023. "Target Net Working Capital" means One Million Eight Hundred Thousand Dollars ($1,800,00 …
2023-01-16 · transition-services-agreement.docx
… transactions contemplated by the APA is expected to occur on or about January 16, 2023 (the "Target Closing Date"), and the Parties acknowledge that the Closing may occur on su …
2023-01-12 · closing-checklist.xlsx
… hs post-Closing (January 20, 2024) | Buyer's Counsel / Escrow Agent | January 12, 2023 | Complete | Executed January 12, 2023; Trust Officer: Rachel Underwood; Pinnacle Trust C …
2023-01-12 · funds-flow-memorandum.xlsx
… fication escrow deposit per Escrow Agreement | Escrow Agreement dated January 12, 2023; Ref. No. PT-2023-00418; Trust Officer: Rachel Underwood | $2,000,000.00 3 | Coventry Mut …