Library

An overview of business valuation for lawyers. Covers the time value of money, key definitions of value (including market value, fair value and enterprise value), and the three main valuation approaches: income-based methods such as discounted cash flow, market-based methods such as comparables and precedent transactions, and asset-based approaches. Explains how valuation concepts come up in M&A transactions, litigation, intellectual property matters, insolvency and other legal contexts.

The difference between incorporation and organization, important questions to ask before organizing, the process of incorporating, and post-incorporation matters like foreign qualifications.

An overview of the main stages of a typical loan transaction, including preliminary negotiations, drafting the main documents, preparing for and closing the transaction, and ongoing compliance matters.

A discussion of the perspective of companies and investors on the main economic and control rights negotiated in a venture financing term sheet. Includes liquidation preference, anti-dilution provisions, board rights and employment matters.

An introduction to damages scrapes, breach scrapes, and double materiality scrapes. Features interviews with ABA M&A Committee members Rita-Anne O’Neill from Sullivan & Cromwell LLP and Craig Menden from Willkie Farr & Gallagher LLP.

An introduction to the due diligence process in a securities offering, including what due diligence is and why it matters, the scope of diligence based on the type of offering and how diligence reviews relate to Sections 11 and 12 of the 1933 Act.

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

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.

How and why emerging companies raise venture capital. This track covers the main VC funding stages, documents associated with each stage, the structure and role of VC firms, and their relationships with clients.

This program explains certificates of incorporation and corporate bylaws, discussing their respective roles in a company, how they can be amended, and other important aspects of these important corporate documents. The program also provides an overview of the key players in a corporation: its stockholders, the board of directors, and the main officers.

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