Learn how to avoid the most common mistakes in mergers and acquisitions to ensure a smooth transaction.
Mergers and acquisitions are complex and highly detailed transactions. The M&A process is one that requires care-ful planning, competent professionals assisting each company, and an understanding of the deal dynamics involved in the negotiations. If the process is not structured properly, mistakes can lead to numerous types of post-closing disputes, less than favorable terms that would have otherwise been attainable and even premature termination of the transaction.
This topic will provide buyers’ and sellers’ counsel with the tools to identify the most common pitfalls and the ways to avoid them and explore the most common process mistakes, the roles of the various parties and the importance of a good communication plan.
Agenda
M&A Process
- Getting Process Right
- Decision to Buy/Sell
- Hiring Advisors
- Presale Preparation/Due Diligence
- NDA
- Chemistry Meetings
- Letter of Intent
- Due Diligence
- Purchase Agreement
- Due Diligence Contingency Period
- Closing
- Post-Closing
- Understand Roles/Lanes
- Communication Plan
Substance Issues of M&A Transactions
- Goals and Objectives of Buyer and Seller
- Correct Structure
- Asset vs. Stock
- All Appropriate Parties
- All Assets and Interests to Achieve Goals
- Unintended Consequences
Anticipating and Avoiding Common Mistakes
- What Is a Mistake and Who Is Responsible?
- Who Is Responsible for What?
- Making Improper and Ill-Advised Assurances
- From Whose Point of View?
- Lawyer/Professional Mistakes
- Deal Mistakes: Items or Matters Which Frustrate or Harm the Transaction by Making Deal Terms Change or Result in Termination
- We Will Review a Number of Challenges From Real-World Situations Ranging From Misunderstanding of Complicated Financial Term Definitions to Missing a Technical Notice Requirement
- We Will End With Strategies to Apply When a Mistake Arises
Speakers
Mr Benjamin D. LaFrombois,
Partner ,
MG+M The Law Firm- Partner at MG+M The Law Firm
- Advises clients on corporate law and transactions, including mergers and acquisitions, corporate governance, business succession planning, commercial finance, and commercial real estate development
- Has Tier 1 office lease experience and Tiers 1 and 2 retail development experience
- Specifically, has substantial experience with a varied portfolio of warehouse and storage facilities and has led the development of private and public strategic initiatives, including convention center development and regional distribution centers
Who Should Attend
This program is primarily designed for attorneys. Other legal professionals may also benefit from attending.
