Is a merger or consolidation considered an assignment of the All County franchise?
All_County Franchise · 2025 FDDAnswer from 2025 FDD Document
- 20.3.2. merger or consolidation or issuance of additional securities or interests representing an ownership interest in you;
Source: Item 23 — Receipts (FDD pages 43–157)
What This Means (2025 FDD)
According to All County's 2025 Franchise Disclosure Document, a merger or consolidation is considered an assignment of the franchise. The FDD specifies that any transfer of ownership, including through merger or consolidation, is included in the definition of assignment. This means that if a franchisee undergoes a merger or consolidation, it is treated as if they are assigning or transferring their interest in the All County franchise.
This has significant implications for All County franchisees. Because a merger or consolidation is considered an assignment, it requires prior written approval from All County. This approval is conditional on the prospective transferee signing All County's then-current franchise agreement and meeting their qualifying conditions and requirements. All County states that they will not unreasonably withhold approval of a prospective franchisee.
This requirement ensures that All County maintains control over who operates its franchises and that any new entity or individual involved meets their standards. Franchisees need to be aware of this clause, as failing to obtain approval for a merger or consolidation constitutes a breach of the franchise agreement and could render the transfer void. Franchisees should consult with All County well in advance of any planned merger or consolidation to ensure compliance and avoid potential penalties.