Library

An overview of disclosure schedules, including their typical contents and what buyers and sellers think about when reviewing and drafting them.

An introduction to due diligence request lists and a walkthrough of a sample list. The course teaches the structure and contents of the request list, the drafting process, and how the receiving party responds.

A discussion on protective provisions in public M&A agreements, with a close look at the No-Shop provision and its main exceptions, Window-Shops and Go-Shops. Features interviews with ABA M&A Committee member Jenny Hochenberg from Freshfields Bruckhaus Deringer and Igor Kirman from Wachtell, Lipton, Rosen & Katz.

A detailed discussion of everything that needs to—or should—go into an expert report, besides the opinions themselves. A section-by-section look into strategy and drafting, in addition to compliance with the rules.

An overview of avoidance actions in a corporate restructuring, with a focus on preference actions and actual or constructive fraudulent transfers and conveyances.

An overview of the two main accounting frameworks used in the UK, UK GAAP and IFRS, and why the differences between them matter for corporate and commercial lawyers. Covers when each framework applies, the key regulatory bodies involved, the main technical differences that affect legal practice, and how accounting framework choices impact due diligence, transaction drafting, financial covenants, and earn-out provisions.

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

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

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 and buyer and seller perspectives.

Lawyers will learn about the main types of loans, including term loans, revolvers, secured and unsecured loans, and bilateral and syndicated loans. The program also reviews key features commonly found in commercial loans, such as repayment provisions, guaranties, and covenants and events of default.

How to draft key sections of your brief persuasively, structure and present arguments and facts clearly, and prepare supporting motion 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.