Library

The key stages of the deal process for bilateral and auction sale deals, from the initial kick-off through post-completion.

Management incentives used in private equity mergers and acquisitions, covering both equity and non-equity incentives, and looking at how the various incentives motivate key personnel in portfolio companies after the acquisition. The course discusses incentive units, RSUs, rollover equity, deferred compensation, SARs, phantom units, and change of control bonuses.

A discussion of certificates of incorporation, including required and optional components of an initial certificate, how they change as a company grows, and the amendment process. Also covers the important differences between public and private company charters.

This course explains the closing process from start to finish, covering things such as the closing checklist, typical closing documents and post-closings.

A look at how and where claims “if true” language appears in acquisition agreements, including sample provisions. Features drafting tips and perspectives from ABA M&A Committee members Joanna Lin from McDermott Will & Emery LLP and Jessica Pearlman from K&L Gates.

An overview of debtor-in-possession (DIP) loan arrangements. Covers the process, documentation, and lenders, including a discussion of the benefits offered to DIP lenders under the Bankruptcy Code.

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

This track introduces the main documents involved in commercial lending deals. It includes walk throughs of the documents and their main provisions, covers key legal and business points, as well as strategic considerations for drafting, reviewing, and filing the documents. Documents covered include commitment letters and other preliminary documents, UCC-1 financing statements, UCC-3s, payoff letters, security agreements, and credit agreements.

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

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 and buyer and seller perspectives.

Strategies for planning and drafting briefs throughout a litigation, including opposition, reply, summary judgment, and appellate briefs.

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.