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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

  • work Practice Area

    Commercial Law

Date & Time
  • event Date

    Wednesday, May 25, 2022

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$347.00
CLE
ALL

This CLE webinar will examine the results of ABA's 2021 survey of private company M&A deal terms. The discussion will include financial provisions, prevailing qualifiers that pop up throughout purchase agreements, representations and warranties, indemnification provisions, reps and warranties insurance provisions, and more. The panelists will also discuss the dos and don'ts of how to use this and any other study.

Faculty

Jessica C. Pearlman
Partner
K&L Gates, LLP

Ms. Pearlman represents companies in various corporate, securities and finance matters, with an emphasis on M&As for both public and private clients, domestic and international. She chairs the Mergers & Acquisitions Market Trends Subcommittee of the M&A Committee of the ABA’s Section of Business Law and is a member of the Thomson Reuters Business Law Solutions Advisory Board.

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Tatjana Paterno
Member
Bass Berry & Sims Plc

Ms. Paterno has represented numerous national companies and private equity firms in M&A transactions valued at nearly $20 billion in the aggregate and securities transactions valued over $2.5 billion. Her clients include companies within the healthcare, wellness, food and beverage, information technology, manufacturing and senior living industries, among others. Ms. Paterno also advises management, boards and special committees on shareholder activism, corporate governance and public company disclosure matters. She is focused on achieving efficient, practical solutions for her clients.

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Description

The ABA's 2021 survey of private company M&A deal terms was based on publicly available acquisition agreements for transactions for which agreements were executed in 2020 and the first quarter of 2021 and that involved private targets being acquired by public companies. It reveals some interesting trends in M&A and provides a road map for what is "market" with regard to various provisions in acquisition documents.

Listen as our authoritative panel analyzes some of the highlights of the survey, and how they might affect deal counsel's approach to negotiating M&A documents.

Outline

  1. Background on the ABA Deal Points Study
  2. Target study sample overview
  3. Survey results
    1. Financial provisions
    2. Pervasive qualifiers
    3. Representations and warranties
    4. Covenants
    5. Closing conditions
    6. Indemnification
    7. Rep and warranty insurance
    8. Dispute resolution
  4. Applying the study in deal negotiations

Benefits

The panel will review these and other important issues:

  • What deal sizes and industries are represented in the deal points study?
  • What are the most significant trends identified in the study?
  • How can counsel apply different aspects of the study in negotiating and drafting M&A deal terms?