Library

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.

A walkthrough of an equity commitment letter, as well as an examination of their role in securing financing commitments and their specific implications in private equity mergers and acquisitions.

This course looks at commercial lending practice at a large law firm, including what commercial lending is, who the main players are, and the differences between borrower and lender representations. It also covers how deals are staffed and the roles of finance partners, associates, support staff, and the clients.

A discussion of how finance departments are structured, including descriptions of the typical responsibilities of common senior finance roles.

An introduction to corporate restructurings, including the differences between bankruptcy and restructuring and the factors companies consider when deciding whether and how to restructure or liquidate. Also covers the key players in a corporate restructuring on the debtor and creditor sides as well as the additional players involved in a Chapter 11 case.

Discussion of how to take an expert deposition, including rules and procedure, preparing for the deposition, challenging an expert’s opinions, strategic considerations, and questioning techniques.

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 and buyer and seller perspectives.

Advanced guidance on expert reports and rebuttals, including how to work with your expert to help them effectively plan and draft their reports. Focuses on the Opinions section, but then looks closely at the other sections of the report as well. Also gives strategic advice on drafting Daubert motions and Daubert oppositions. Covers specific ways to attack and defend an expert’s methodology, as well as how to select the best arguments.

The different types of Chapter 11 cases, the process of a Chapter 11 case (including the “first days” and 363 asset sales), and the major documents in Chapter 11 (including Chapter 11 plans, disclosure statements and orders, and restructuring support agreements).

An introduction to the main deal documents in a securities offering and the role, scope and process of conducting due diligence for various types of securities offerings.

This track explores how private equity deals are financed, how management incentives are structured, and the strategies funds use to create value.

Explains key legal, business, and drafting issues for the most common terms and provisions that appear in day-to-day commercial agreements. This track covers force majeure, indemnification, limitation of liability, notice, publicity, reps & warranties, schedules and exhibits, severability, survival, and term and termination provisions.