Exxon Barges in on Hess Deal

I worry that perhaps nobody knows how mergers work. Not in like a “let me tell you” sense, but in an “everything is fundamentally unknowable” sense. Lots of contracts between companies have provisions that say that the companies can’t transfer them to someone else. If you hire McKinsey & Co. to do some consulting for you, you don’t want Joe’s Consulting to show up for the engagement and say “oh yeah we bought this contract from McKinsey, that’s fine right?” So the contract will say that neither side can assign its rights and obligations under the contract to anyone else.

So an incredibly basic question in mergers and acquisitions is: If we acquire Company X, do we keep all of its contracts? Or do those contracts have “anti-assignment” provisions that would be triggered by an acquisition?