LOI Drafting Agent
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Deal Terms Input
Target
Meridian Health Services
Purchase Price
$45M (9x EBITDA)
Rollover
15% seller rollover Standard
Earnout
2-year, tied to revenue targets Custom
Non-compete
3 years, national scope
Exclusivity
45 days
Special Terms
Seller to remain as CEO for 12 months post-close Custom
Redline against: Burger Health LOI (Oct 2025)
Reference
Draft generated · 2.4s · Compared against 5 prior LOIs
Generated LOI Draft
Trinity Hunt Partners
Letter of Intent
March 26, 2026 · CONFIDENTIAL
Dear Management Team of Meridian Health Services,
Trinity Hunt Partners Fund VII, LP (the "Buyer") is pleased to submit this non-binding Letter of Intent to acquire 100% of the outstanding equity interests in Meridian Health Services (the "Company") on the terms set forth below.
Purchase Price
The aggregate purchase price for the Company shall be $45,000,000 (Forty-Five Million Dollars), representing approximately 9.0x trailing EBITDA, subject to customary adjustments for working capital, cash, and indebtedness at closing.
Rollover Equity
The Seller shall retain 10% 15% of the pre-transaction equity on a tax-deferred basis, aligned with Fund VII co-investment terms.
Earnout
The Buyer shall pay additional consideration of up to $3,000,000 over a 1-year period based on EBITDA performance $5,000,000 over a 2-year period tied to revenue targets, payable in cash within 30 days following each measurement period. REDLINED
Non-Competition
The Seller and key management shall enter into non-competition agreements for a period of 2 years within a 50-mile radius 3 years, national scope, consistent with the scope of the Company's operations. REDLINED
Exclusivity
Upon execution, the Company shall grant the Buyer an exclusivity period of 45 days during which it shall not solicit or entertain alternative proposals.
Management Continuity
The Seller shall remain in the role of Chief Executive Officer for a minimum of 12 months following the closing date, subject to mutually agreed compensation and performance terms. NEW CLAUSE