Library

An introduction to motion practice, including the typical briefing process, the ways a motion can be made, the contents of a typical motion, and strategic considerations when drafting a brief.

How to calculate the investment amount and number of shares to be issued in accordance with an investor’s pro rata right.

Management incentives used in private equity mergers and acquisitions, covering both equity and non-equity incentives, and looking at how the various incentives motivate key personnel in portfolio companies after the acquisition. The course discusses incentive units, RSUs, rollover equity, deferred compensation, SARs, phantom units, and change of control bonuses.

A look at term sheets, including reasons why they are and aren’t used in M&A deals and some style and drafting tips.

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.

A summary of what a greenshoe option (or overallotment) is and how it works, including an overview of the process and the documentation involved when the option is exercised.

Explains the main documents involved in venture financing deals, including key legal and business points and considerations for drafting and reviewing the documents. Documents covered include amended and restated certificates of incorporation, stock purchase agreements, voting agreements, convertible notes, and more.

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.

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.

This program covers how corporations authorize their actions and draft written consents, Delaware annual reports, ‘34 Act disclosure requirements for public companies, and two methods of calculating corporate franchise tax.

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.

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.