Principal Acquisition Documents (UK)
A walkthrough of the principal documentation on a UK private M&A deal, explaining the key provisions in the sale and purchase agreement as well as the parts of a disclosure letter.
Topic
A walkthrough of the principal documentation on a UK private M&A deal, explaining the key provisions in the sale and purchase agreement as well as the parts of a disclosure letter.
The key stages of the deal process for bilateral and auction sale deals, from the initial kick-off through post-completion.
An explanation of what W&I insurance is and how it protects parties in UK M&A transactions. The course covers the key features of W&I policies, including what's covered and excluded, policy limits and thresholds, how to secure coverage, and the claims process.
An introduction to due diligence request lists and a walkthrough of a sample list. The course teaches the structure and contents of the request list, the drafting process, and how the receiving party responds.
An overview of how warranties & indemnities work and as well as various methods of limiting liability, such as caps, de minimis thresholds, and baskets. The course also provides a brief introduction to W&I insurance.
An examination of what disclosure letters are, how they work as a risk allocation tool alongside warranties, and the drafting and negotiating process. The course covers general versus specific disclosures, disclosure standards, and how buyer knowledge affects warranty protection.