Library

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.

A look at different approaches to drafting a fraud carve-out in an acquisition agreement. Includes drafting tips and perspectives from ABA M&A Committee members Tali Sealman from White & Case LLP and Glenn West from Weil, Gotshal & Manges LLP.

An overview of common payment structures in M&A transactions, including lump sum payments, deferred consideration, earn-outs, milestone payments, and hybrid arrangements. The course explains when each structure makes commercial sense and practical considerations for both buyers and sellers.

Once the financial terms of a venture deal are set, the lawyers need to work out exactly how much each investor is investing and how many shares they’ll be issued. This course explains the calculations involved.

A discussion of techniques for managing time and workload, including planning your day, working efficiently, and juggling multiple assignments. Covers how to address timeline conflicts, manage expectations, and communicate proactively under pressure.

A nuanced look into how to work with your expert on the opinion section of their report. Walks through a detailed hypothetical to teach how to effectively probe your expert about the analysis and reasoning behind their opinion, then illustrates how to help your expert plan, organize, and ultimately draft the opinion section.

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.

An introduction to the practice and process of civil litigation. Covers the typical roles in a law firm’s civil litigation group, the life cycle of a typical civil case, and the main tasks involved in discovery, motion practice and trial preparation.

Covers due diligence for venture finance deals and the main economic and control rights negotiated in venture finance term sheets, plus how to make key calculations such as cap tables, pro forma cap tables, prices per share, pro rata rights, note conversions, dividends, and liquidation preferences.

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 four main financial statements for companies: balance sheets, income statements, cash flow statements, and statements of shareholder equity. This track also explains key accounting and financial concepts for understanding the statements.

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.