Library

What a completion checklist is, how it’s used, and practice tips for preparing and maintaining one.

The key differences between private equity M&A and strategic M&A, including investment goals, sources of funding, deal complexity, management retention, and break-up fees.

A practical course on creating effective prompts for large language models, with a focus on legal applications. It covers the principles of effective prompts, including general rules, common pitfalls, and best practices.

An introduction to annual reports under state law (mainly Delaware), including what’s in the reports and why, the timing of filings, and penalties if the company is late.

A summary of how depreciation and amortization work and how they show up on the financial statements.

An explanation of the different types of restructuring transactions, including in-court and out-of-court transactions and their relative advantages and disadvantages. Covers options such as traditional Chapter 11 filings, prepacks, prenegotiated cases, 363 sales, and workouts.

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.

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.

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.

An introduction to various aspects of two advanced M&A concepts found in acquisition agreements – disclosure-schedule-updates provisions and the concept of defining “Fraud” in fraud carve-outs. This track covers drafting and negotiating tips and buyer and seller perspectives.

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 main deal documents in a securities offering and the role, scope and process of conducting due diligence for various types of securities offerings.