Library

An explanation of sandbagging in private M&A deals, including a discussion on pro and anti-sandbagging provisions and how different courts and jurisdictions handle the issue. Features interviews with ABA M&A Committee members Nate Cartmell from Pillsbury LLP and Lisa Hedrick from Hirschler Fleischer PC.

An overview of the hedge fund industry, including the largest hedge funds, common types of hedge fund investors, and how hedge funds make money.

A brief overview of the key players involved in a securities offering and their responsibilities. Describes the roles of issuers, underwriters, accountants and lawyers.

Looks at the function of reps and warranties in agreements and transactions, different types of reps and warranties, and how and why parties qualify them.

An overview of the purpose and structure of UK financial statements. Covers the four main statements (balance sheet, profit and loss account, cash flow statement, and statement of changes in equity), their uses and users, and how business transactions flow through the statements.

An overview of how companies use cash and unsecured credit to finance their operations during bankruptcy. Covers encumbered cash (cash collateral), unencumbered cash, establishing adequate protection, and how companies can take out additional unsecured credit.

This program covers strategies, rules, and procedures specific to the taking of a corporate deposition, as well as some common mistakes made when taking a deposition and tips for effective deposition prep. It also includes tips for drafting a corporate deposition notice, strategies for taking the deposition such that information responsive to the deposition topic is obtained, and tips for asking questions that will garner clear and usable testimony after the deposition.

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.

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.

Drafting tips and strategic considerations for specific key motions, including motions to dismiss, preliminary injunctions and TROs, discovery motions, and motions for leave to amend.

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.

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.