Library

The key stages of the deal process for bilateral and auction sale deals, from the initial kick-off through post-completion.

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.

Acquisition agreements used in M&A deals have a lot in common, but there are also important differences. This course covers the main provisions to help give a general understanding of them all.

A discussion of certificates of incorporation, including required and optional components of an initial certificate, how they change as a company grows, and the amendment process. Also covers the important differences between public and private company charters.

A walk-through of how to prepare and ultimately deliver your opening statement. Covers how to get the jury’s attention right away, tell your client’s story, introduce key evidence, distill complexities, handle negative evidence, and end with a bang. Also teaches specific things you can do (and not do) to win the jury over.

Explains the function of limitation of liability provisions in agreements. Also examines a sample clause and discusses its important concepts, including limits on types of damages, limits on the amount of damages, how caps work, and carve-outs.

Drafting tips and strategic considerations for specific key motions, including motions to dismiss, preliminary injunctions and TROs, discovery motions, and motions for leave to amend.

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.

The basics of due diligence and closings in M&A deals. Includes an overview of the diligence process, tips for conducting due diligence, the closing process, the differences between simultaneous and delayed closings, and guidance on drafting key closing documents.

An introduction to the document review and production process, privilege and work product protection, and litigation holds.

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.

This program teaches lawyers about various aspects of two advanced M&A concepts found in acquisition agreements – Claims ‘If True’ provisions and the concept of indemnifiable losses (with a focus on the definition of “Loss”). It covers drafting and negotiating tips, buyer and seller perspectives, and market trends information for both provisions based on the ABA M&A Committee’s 2022-23 Private Target Deal Points Study.