Library

An explanation of how PE funds work by exploring the roles of the key participants in a limited partnership, including the general partner, limited partners, deal professionals, portfolio companies, and holding companies.

An overview of the various components that make up indemnification in a private M&A deal, including caps and baskets, survival periods, escrows, sandbagging provisions, and rep and warranty insurance.

Discussion of how to take an expert deposition, including rules and procedure, preparing for the deposition, challenging an expert’s opinions, strategic considerations, and questioning techniques.

Examination of a corporate deposition notice and drafting tips.

Convertible debt financings are a common alternative to priced equity rounds. This course explains convertible debt financings and their most common form, convertible notes. It also describes alternatives to notes, such as SAFEs and KISSes.

Explains what survival clauses do, the reasons provisions in an agreement might need to survive, and the language typically used in these clauses. Also examines which sections of agreements are usually included in survival clauses.

An introduction to the document review and production process, privilege and work product protection, and litigation holds.

This program covers the structure of private equity funds, key deal types, how PE firms approach transactions, and the differences between strategic M&A and Private Equity M&A.

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.

This program covers how corporations authorize their actions and draft written consents, Delaware annual reports, ‘34 Act disclosure requirements for public companies, and two methods of calculating corporate franchise tax.

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.

This program teaches lawyers about various aspects of two advanced M&A concepts found in acquisition agreements – materiality scrapes and sandbagging. It covers drafting and negotiating tips, buyer and seller perspectives, and market trend information from the ABA M&A Committee’s 2022-23 Private Target Deal Points Study.