Equity Commitment Letter
(Private Equity Sponsor)

This form Equity Commitment Letter (Private Equity Sponsor) evidences a private equity sponsor’s commitment to provide equity financing to fund an acquisition. This template includes practical guidance, drafting notes, alternate clauses, and optional clauses. This form equity commitment letter assumes the following: • There is a single equity sponsor funding the equity portion of the transaction consideration. • The transaction to which the equity commitment relates is structured as a reverse triangular merger. • Funding for the underlying acquisition also includes debt financing – it is typical for a portion of the purchase price to be funded by debt financing in addition to any equity financing. This form should be modified as appropriate for your transaction based on the parties involved, the structure of the transaction, the sources of funding for the purchase price and other transaction consideration, and the business agreement of the parties. For a full listing of related private equity and financial reporting content, see Private Equity Transactions Resource Kit and Financial Statements and Reporting Resource Kit. For further information on private equity investments, see Private Equity Investment Structures, Preferred Equity in Buyouts and Growth Equity Investments.