Library

The key differences between private equity M&A and strategic M&A, including investment goals, sources of funding, deal complexity, management retention, and break-up fees.

Valuation is one of the most fundamental concepts in corporate finance. This course describes the different measures of a company’s value, and the various techniques used to value businesses and their assets.

ABA M&A Committee members Lisa Hedrick from Hirschler Fleischer PC and Nate Cartmell from Pillsbury LLP discuss market trends for sandbagging provisions, drawing on data from the ABA’s Private Target M&A Deal Points Study. Lisa and Nate talk about why so many deals are silent on sandbagging, the risk of being silent, and where they think the trend is heading.

Answers respond to the allegations in a complaint. This course covers the main parts of an answer, how to respond to factual allegations, affirmative defenses, counterclaims, and cross-claims.

An introduction to annual reports under state law (mainly Delaware), including what’s in the reports and why, the timing of filings, and penalties if the company is late.

An overview of the gun-jumping rules and safe harbors relating to communications during a registered offering. Includes a discussion on permitted communications during the pre-filing, waiting and post-effective periods.

An introduction to finance and accounting basics including valuation, statistics, data visualization, and where to find financial information about a company. This track also provides an introduction to Excel and explains how to perform present and future value calculations.

Lawyers will learn about the main types of loans, including term loans, revolvers, secured and unsecured loans, and bilateral and syndicated loans. The program also reviews key features commonly found in commercial loans, such as repayment provisions, guaranties, and covenants and events of default.

Rules, procedures, tips and strategic considerations for taking and defending expert depositions. This track covers qualifying as an expert, expert and rebuttal reports, witness prep, questioning techniques, attorney-client privilege, and more.

Explains three critical issues for a company as it goes through a bankruptcy case: the methods of financing available to the company, the process and procedure of bankruptcy litigation, and how contracts and leases are dealt with when a company goes through a restructuring.

This program covers the structure of private equity funds, key deal types, how PE firms approach transactions, and the differences between strategic M&A and Private Equity M&A.

An introduction to various aspects of two advanced M&A concepts found in acquisition agreements – disclosure-schedule-updates provisions and the concept of defining “Fraud” in fraud carve-outs. This track covers drafting and negotiating tips, buyer and seller perspectives, and market trends information from the ABA M&A Committee’s 2022-23 Private Target Deal Points Study.