The M&A market has been experiencing a period of great expectations, with economic anxiety creating uncertainty about the future. Increased volumes of tender offers, hostile deals, activist campaigns, as well as spin-offs, has been an important trend, while the use of innovative structuring mechanisms, such as contingent value rights, has been another. M&A participants continue to raise questions about what “the market” for deal terms is, whether buyers or sellers now have the upper hand, and whether the M&A market will return to robust volumes. These questions, along with the new deal technology and case law emerging to address them, are among the points that will be discussed in the Doing Deals program.
A prominent faculty of top lawyers and investment bankers will share their years of experience and teach you how best to represent your clients by creatively structuring, coordinating and managing M&A transactions.
Lecture Topics [Total time 06:17:02]
Segments with an asterisk (*) are available only with the purchase of the entire program.
- Opening Remarks and Introduction* [00:18:57]
Igor Kirman
- The Art of Deal Structuring [01:20:52]
Raymond O. Gietz, Louis L. Goldberg, Sarah Jones
- Getting the Deal Started: Preliminary Agreements and the Role of Financial Advisors [01:30:24]
James Ben, Igor Kirman, Kevin Miller
- Negotiating Acquisition Agreements in Uncertain Times [01:32:38]
Harsha G. Marti, Jane Morgan, Kelley D. Parker
- It's a Hostile World: Takeover Defense and Hostile Deals [01:34:11]
Stephen M. Kotran, Trevor S. Norwitz, Brandon Van Dyke
The purchase price of this Web Program includes the following articles from the Course Handbook available online:
- The Art of Deal Structuring
Igor Kirman, Louis L. Goldberg, Raymond O. Gietz
- The Practice Note: Contingent Value Rights (CVRs)
Igor Kirman
- Takeover Law and Practice
Igor Kirman
- Fairness Opinions: When and Why Companies Get a Second Opinion in the M&A Context
Kevin Miller
- The ABCs of Purchase and Sale Agreements
Jane Morgan
- Negotiating Acquisition Agreements in Uncertain Times: Deal Protection and Deal Jumping
Kelley D. Parker
- It's a Hostile World: Responding to Unsolicited Take-Over Proposals
Trevor S. Norwitz, Stephen M. Kotran, Brandon Van Dyke
- The Role of the Investment Banker (PowerPoint Slides)
Kevin Miller
- Investment Bank Engagement Letters (PowerPoint Slides)
Kevin Miller
- Financial Analyses Underlying Fairness Opinions--Recent Cases and Other Considerations (PowerPoint Slides)
Kevin Miller
- It's a Hostile World: Takeover Defense and Hostile Deals (PowerPoint Slides)
Trevor S. Norwitz, Stephen M. Kotran, Brandon Van Dyke
- Index to Doing Deals 2013
Presentation Material
- Opening Remarks and Introduction
Igor Kirman
- The Art of Deal Structuring
Sarah Jones
- The Art of Deal Structuring
Raymond O. Gietz, Louis L. Goldberg, Sarah Jones
- Getting the Deal Started: Preliminary Agreements and the Role of Financial Advisors
Igor Kirman
- Getting the Deal Started: Preliminary Agreements and the Role of Financial Advisors
Kevin Miller
- Negotiating Acquisition Agreements in Uncertain Times
Harsha G. Marti
- Negotiating Acquisition Agreements in Uncertain Times
Jane Morgan
- Negotiating Acquisition Agreements in Uncertain Times
- Negotiating Acquisition Agreements in Uncertain Times
Kelley D. Parker
- It's a Hostile World: Takover Defense and Hostile Deals
Stephen M. Kotran, Trevor S. Norwitz, Brandon Van Dyke
PLI makes every effort to accredit its On-Demand Web Programs and Segments. Please check the CLE Calculator above for CLE information specific to your state.
On-Demand Web Programs and Segments are approved in:
Alabama1, Alaska, California, Colorado, Delaware, Florida, Georgia, Hawaii, Idaho*, Illinois , Iowa2*, Kansas, Kentucky*, Louisiana, Maine*, Mississippi, Missouri3, Montana, Nebraska, Nevada, New Hampshire4, New Jersey, New Mexico5, New York6, North Carolina8, North Dakota, Ohio8, Oklahoma9, Oregon*, Pennsylvania10, Rhode Island11, South Carolina, Tennessee12, Texas, Utah, Vermont, Virginia13, Washington, West Virginia, Wisconsin14 and Wyoming*.
Iowa, Mississippi, Oklahoma, and Wisconsin DO NOT approve Audio Only On-Demand Web Programs.
Minnesota approves live webcasts ONLY
The State Bar of Arizona does not approve or accredit CLE activities for the Mandatory Continuing Legal Education requirement.
*PLI will apply for credit upon request. Louisiana and New Hampshire: PLI will apply for credit upon request for audio-only on-demand web programs.
1Alabama: Approval of all web based programs is limited to a maximum of 6.0 credits.
2Iowa: The approval is for one year from recorded date. Does not approve of Audio-only On-Demand Webcasts.
3Missouri: On-demand web programs are restricted to six hours of self-study credit per year. Self-study may not be used to satisfy the ethics requirements. Self-study can not be used for carryover credit.
4New Hamphsire: The approval is for three years from recorded date.
5New Mexico: On-Demand web programs are restricted to 4.0 self-study credits per year.
6New York: Newly admitted attorneys may not take non-traditional course formats such as on-demand Web Programs or live Webcasts for CLE credit. Newly admitted attorneys not practicing law in the United States, however, may earn 12 transitional credits in non-traditional formats.
7North Carolina: A maximum of 4 credits per reporting period may be earned by participating in on-demand web programs.
8Ohio: To confirm that the web program has been approved, please refer to the list of Ohio’s Approved Self Study Activities at http://www.sconet.state.oh.us. Online programs are considered self-study. Ohio attorneys have a 6 credit self-study limit per compliance period. The Ohio CLE Board states that attorneys must have a 100% success rate in clicking on timestamps to receive ANY CLE credit for an online program.
9Oklahoma: Up to 6 credits may be earned each year through computer-based or technology-based legal education programs.
10Pennsylvania: PA attorneys may only receive a maximum of four (4) hours of distance learning credit per compliance period. All distance learning programs must be a minimum of 1 full hour.
11Rhode Island: Audio Only On-Demand Web Programs are not approved for credit. On-Demand Web Programs must have an audio and video component.
12Tennessee: The approval is for the calendar year in which the live program was presented.
13Virginia: All distance learning courses are to be done in an educational setting, free from distractions.
14Wisconsin: Ethics credit is not allowed. The ethics portion of the program will be approved for general credit. There is a 10 credit limit for on-demand web programs during every 2-year reporting period. Does not approve of Audio-only On-Demand Webcasts.
Running time and CLE credit hours are not necessarily the same. Please be aware that many states do not permit credit for luncheon and keynote speakers.
If you have already received credit for attending some or the entire program, please be aware that state administrators do not permit you to accrue additional credit for repeat viewing even if an additional credit certificate is subsequently issued.
Note that some states limit the number of credit hours attorneys may claim for online CLE activities, and state rules vary with regard to whether online CLE activities qualify for participatory or self-study credits. For more information, call Customer Service (800) 260-4PLI (4754) or e-mail info@pli.edu.