Library

A walkthrough of the principal documentation on a UK private M&A deal, explaining the key provisions in the sale and purchase agreement as well as the parts of a disclosure letter.

A summary of the business and legal due diligence that parties conduct in a venture financing deal. Includes what to look for when reviewing key areas such as corporate governance and intellectual property, as well as an explanation of a cap table tie-out.

Explains the difference between associates who simply complete tasks versus those who take full ownership of their work. Covers the ownership mindset and provides practical tips for putting it into practice.

A discussion of guaranties, including the key provisions in a guaranty agreement and the different types of guaranties that can be given, such as payment vs. performance guaranties and down-stream vs. upstream guaranties.

A discussion of the phases, process, and timeline in a 363 Sale. Includes marketing, stalking horse bidders, the APA, bidding procedures, the auction process, and court approval and closing.

A look at how legal ethics and professional responsibility apply when using AI tools in practice. This course covers key ethical duties including competence, diligence, confidentiality, and supervision, as well as practical issues like client communication, billing practices, and court requirements when using AI in legal work.

An introduction to the corporate form, the four stages of a corporation’s life cycle—startup, growth, maturity, and decline—and key stages of corporation formation, including incorporation, organization, and capitalization, as well as the biggest governance issues faced by corporations at each stage and an overview of the role lawyers typically play at each stage.

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.

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.

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 track takes a look at the typical loan transaction process. This includes an overview of what it means to be a lending attorney, how a commercial lending deal team is typically structured, the main stages of a typical transaction, the due diligence process, the attachment and perfection process for security interests, the use of financing statements under the UCC, and the closing of the loan transaction.

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