Pro forma information memorandum for the sale of business / company issued by the broker on behalf of the Seller. It sets out a summary of the business / company for sale and can form as part of the disclosure / due diligence documents.
By accepting this Memorandum the recipient agrees to keep confidential at all times information contained in it or made available in connection with this or any further investigation. This Memorandum is for the exclusive use of the persons to whom it is addressed and their advisers and shall not be copied, reproduced or distributed (in whole or in part) or disclosed by recipients to any other person nor should any other person act on it. The recipient has further agreed, on request, to return all documents and other material (including this Memorandum) received from Seller, Company or their advisers relating to the transaction referred to in this Memorandum. The recipient also undertakes that it will not, in connection with its consideration of the possible purchase of Company, approach or enter into discussions with any officer or employee of Seller or Company. All approaches by or on behalf of the prospective purchasers should be directed through Broker.
The purpose of this Memorandum is to assist the recipient in deciding whether it wishes to proceed with a further investigation of Company and in determining the level of any [indicative] offer for Company but it is not intended to form the basis of any investment activity or any decision to purchase Company. This Memorandum does not constitute an offer or invitation for the sale or purchase of securities or any of the businesses or assets described in it.