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Drag-Along

Private Credit glossary · Private Credit Fundamentals

Definition

Right of majority shareholders to force minority shareholders to sell.

Drag-Along in plain English

Imagine you and four friends jointly own a lemonade stand, and someone offers to buy the whole thing — but one friend refuses to sell and blocks the deal. A drag-along right is a rule agreed to up front that lets the majority owners "drag" the holdouts along, forcing them to sell their shares too (usually at the same price and terms everyone else gets). Why it exists: buyers of a company almost always want 100% of it, not 95% with one stubborn holdout attached, so this right keeps a small minority from killing a good deal for everyone. It protects the majority's ability to actually cash out.

Practice Drag-Along

Beginner private-credit terminology check.… Which term matches this definition: “secured loan with a first-priority…

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