Leveraging Section 363 in Mergers and Acquisitions
Analyzing the Evolving Risks and Benefits of Buying and Selling Distressed Assets
Recording of a 90-minute CLE webinar/teleconference with Q&A
Conducted on Wednesday, December 2, 2009
Recorded event now available
This CLE seminar will discuss strategies for counsel involved in Section 363 sales and acquisitions, including a thorough briefing of the evolving risks and benefits and best practices for executing a distressed company M&A deal.
Description
Acquisitions of distressed businesses inside and outside of bankruptcy reached record levels this year and continue to soar as strategic buyers take advantage of opportunities. However, the new investment opportunities present a myriad of legal and financial considerations.
Section 363 allows for a more expeditious and efficient sale than a Chapter 11 plan. Acquisitions that occur under section 363 or through Chapter 11 pose additional legal hurdles for both buyers and sellers.
Counsel for the buyer and seller must understand the opportunities and challenges in distressed M&A transactions to strategically plan in negotiating a deal that maximizes the value of the troubled business to their clients’ respective benefits.
Listen as our authoritative panel reviews the Section 363 bankruptcy sale process, examines the associated risks and opportunities, and offers best practices for buyers and secured creditors involved in Section 363 sales.
Outline
- Asset sales
- Standards for approval under Section 363
- Sale procedures
- Risks
- Lack of standard contractual protections
- Unwanted liabilities
- Opportunities
- In bankruptcy, leave unwanted liabilities behind
- Expeditious sale of assets, clear of liens and encumbrances
- Assumption of contracts with anti-assignment provisions
- Best practices
- Due diligence
- Third party valuation of the assets
- Releases/waivers
Benefits
The panel will review these and other key questions:
- What risks do buyers and sellers face in 363 sales? What steps can the parties take to minimize those risks?
- What are some of the potential legal pitfalls in negotiating distressed M&A deals?
- What are the best practices for counsel on both sides of the deal to tailor terms in distressed transactions?
Faculty
Robert L. Eisenbach, III,
Partner
Cooley Godward Kronish, San Francisco
He focuses his practice on bankruptcy and restructuring matters. He represents unsecured creditors' committees in Chapter 11 cases in a range of industries and guides companies and their boards of directors through Chapter 11 and out-of-court restructurings. He helps purchasers navigate the unique issues involved when buying assets from financially troubled or bankrupt companies.
Jennifer Fonner DiNucci,
Partner
Cooley Godward Kronish, Palo Alto, Calif.
She focuses primarily on mergers and acquisitions, representing public and private companies from various industries as well as investment banks and venture capital firms. She also handles includes securities and general corporate law matters.
Ordering
Online CLE - Audio Recording
Includes audio streaming of full program plus handouts (available 24 hours after live seminar).
CLE:
Pre-approved for participatory or non-traditional/alternate format credit in: CA, HI*, NY*, WV*.
Pre-approved for self-study credit in: AK, AZ, MO, MT, TX*, VT, WA.
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(*Indicates that Strafford must report attendance.)
Online CLE Audio $149.00
Available 24 hours after the live event
Recorded Event
Includes full event recording plus handouts (available after live seminar).
CLE: Pre-approved for self-study credit in: AK, AZ, CA, CT, HI, MO, MT, NY, TX*, VT, WA, WV. Upon request, self-study credit is also available in: CO, FL, GA, ID, KY, ME, ND, NE, NH, NM, NV, OR, UT, WI, WY. If you are applying for self-study credit in one of these states, contact Strafford CLE at 1-800-926-7926 ext. 35 or CLE@straffordpub.com. (*Indicates that Strafford needs to process the CLE — see below to purchase this option.)
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Available three business days after the live event
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plus $9.45 S&H
Available ten business days after the live event
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Available 24 hours after the live event
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Available ten business days after the live event
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CLE Credit
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Customer Reviews
The real case examples and case citations were very helpful.
Tyler Wilkinson
Axley Brynelson, LLP
The seminar provided great examples to correspond with the subject matter.
Susan Gray
Hanesbrands Inc. - Law Dept.
The webinar provided good practical advice.
Peter Bado
Thrivent Financial
The speakers were well versed and kept my attention throughout the program.
Natalie Kossak
Independent Fiduciary Services
Very informative — one of the best run programs in a plethora of on-line offerings.
Jeff Michelman
Stinson Morrison Hecker
Antitrust Law Advisory Board
Partner
Skadden Arps Slate Meagher & Flom
Partner
Fenwick & West
Shareholder
Greenberg Traurig
Partner
Foley & Lardner
Partner
Mayer Brown
Shareholder
Briggs and Morgan
Partner
Hogan Lovells
Partner
Jones Day
Partner
Akin Gump Strauss Hauer & Feld
Partner
Kaye Scholer
Partner
Gibson Dunn & Crutcher
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