Facilitator Guide
M&A Deal Structures
Facilitator Guide
M&A Deal Structures
- Topic
- M&A Basics
- Duration
- Format
- Remote or in person
What’s Covered
- Factors to consider when selecting a deal structure
- Asset acquisitions
- Stock acquisitions
- Mergers, including direct mergers, forward triangular mergers, and reverse triangular mergers
- Tender offers
- The legal, business, and tax consequences for each type of structure
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/m-a-deal-structures/attendee
Prepare Yourself
Watch the videos and read the exercise so you’re familiar with the Hotshot material.
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Course
Understanding deal structures is critical for anyone involved with M&A deals. This course explains the three main deal types: asset acquisitions, stock acquisitions and mergers.
During the Session
- What are some of the main factors to consider when selecting a deal structure?
- Do asset deals usually involve a lot of third-party consents? Why or why not?
- What’s the main difference between asset deals and stock deals when it comes to tax treatment?
- What’s a forward triangular merger?
- What’s a reverse triangular merger?
- What’s a potential advantage of reverse triangular mergers as compared to forward triangular mergers?
- When might a tender offer be a good structure to use for a deal?
- 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
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.
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