Facilitator Guide

Issues to Spot in M&A Due Diligence

Facilitator Guide

Issues to Spot in M&A Due Diligence

Topic: M&A Basics (UK)

What’s covered

Corporate governance and structure
Material contracts
Key business areas
Litigation and disputes
Compliance

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/issues-to-spot-in-m-a-due-diligence/attendee

Prepare Yourself

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

Course

Issues to Spot in M&A Due Diligence (UK)

Guidance for identifying problematic and deal-breaking issues that regularly arise in M&A due diligence, including corporate structure problems, change of control provisions in material contracts, and compliance concerns.
Exercise
PDF

During the session

Part 1: Knowledge Check

Ask attendees these questions to ensure they understand the topic:

When reviewing a company’s corporate governance and structure, what are the key documents to review?
Why are change of control and transfer restrictions in material contracts usually red flags?
What are some of the most common business areas that need to be reviewed and what issues will you look out for?
What kinds of litigation or disputes tend to be most concerning to a buyer?

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 summarise 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 (UK) 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.