Facilitator Guide

M&A Due Diligence and Disclosure Schedules

Facilitator Guide

M&A Due Diligence and Disclosure Schedules

Topic: M&A Basics
Duration: 1 hr
Format: Remote or in person

What’s covered

The role and impact of due diligence on a deal
The scope of due diligence
Due diligence request list
Reviewing materials
Tracking and reporting findings
Disclosure schedules

Before the session

Prepare the Attendees

Send the attendees an invitation for the session. Include this link, which has the videos and exercise they’ll need to prepare.

https://www.hotshotlegal.com/trainings/m-a-due-diligence-and-disclosure-schedules/attendee

Prepare Yourself

Watch the videos and read the exercise so you’re familiar with the Hotshot material.

Course

Disclosure Schedules

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

Due Diligence for M&A Deals

A primer on the due diligence process in M&A deals, including what due diligence is, its impact on a deal and tips for conducting a diligence review.
Exercise
PDF

During the session

Part 1: Knowledge Check

Ask attendees these questions to ensure they understand the topic:

What are some factors that influence the scope of a diligence review?
How are diligence reviews organized?
Are M&A lawyers the only lawyers involved in a diligence review?
What’s the purpose of disclosure schedules?
What’s the seller’s perspective on disclosure schedules?
What’s the buyer’s perspective on disclosure schedules?

Part 2: Group Exercise

Lead a group discussion based on the exercise. To encourage collaboration, divide the attendees into groups to discuss the exercise, then have a representative from each group summarize their views to the larger group. Call on people to share their thoughts and ask others to respond.

Tip for remote sessions: use your web conferencing system’s breakout room feature to divide people into groups.

Part 3: War Stories and Firm Specifics

Share your own experiences and guidance, including:

Anecdotes and war stories (e.g., about a near-disaster or a tough negotiation)
General practice tips (dos and don’ts)
Firm-specific guidance and practices

After the session

To continue their learning, attendees can check out related courses in Hotshot’s M&A Basics topic.

About Hotshot

Hotshot helps lawyers develop their legal, business, and technology skills through short videos, quizzes, and summaries, and we help law firms and law schools plan and deliver engaging training programs. Our customers include Am Law 200 firms, top law schools, and regional and international firms.