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 careful 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.
Areas Covered in the Session:
• Getting Process Right
◦ Decision to Buy/Sell
◦ Hiring Advisors
◦ Presale Preparation/Due Diligence
◦ Chemistry Meetings
◦ Letter of Intent
◦ Due Diligence
◦ Purchase Agreement
◦ Due Diligence Contingency Period
• 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 IllAdvised 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
Credit Information (Sponsored by Lorman Education Services):
For Detailed Credit Information page click
Only registered attendee will receive continuing education credit.
Benjamin D. LaFrombois, von Briesen & Roper, s.c.
- Shareholder with von Briesen & Roper, s.c.
- Practice emphasizes all aspects of mergers and acquisitions, corporate governance, commercial real estate development, the financing of property, real and personal, and issues relating to lease negotiation
- Routinely advises clients with respect to company’s strategic needs, particularly focused on mergers and acquisitions
- In addition to an M&A practice, is engaged in advising lending institutions on deal structure as well as leading teams that address and draft for complex lending situations
- Conducts regular seminars and workshops on a wide variety of business and corporate legal topics
- J.D. degree, Chicago-Kent College of Law; B.S. degree, Liberty University
- Can be contacted at 920-233-4704 or email@example.com