Private Company Acquisitions: Negotiating and Navigating the Fraud Exception
Key Considerations for Drafting a Fraud Exception to an M&A Contractual Indemnification Provision
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE course will examine the game-changing role the fraud exception could play in private target M&A agreements, focusing on contouring limitations on indemnification and other remedies based on fraud claims.
Outline
- What is a fraud exception, and who cares?
- Recent case law impacting fraud remedies in M&A
- Practical negotiation strategies
Benefits
The panel will review these and other highly relevant issues:
- What strategies can limit (for the seller) or preserve (for the buyer) the fraud remedy's "Sword of Damocles"?
- What critical considerations should counsel contemplate when drafting a fraud exception to an indemnification provision?
Faculty
Edward A. Deibert
Partner
Arnold & Porter
Mr. Deibert has broad experience representing companies, private equity firms, venture capital funds, investment banks... | Read More
Mr. Deibert has broad experience representing companies, private equity firms, venture capital funds, investment banks and individuals in a variety of transactions and matters. He represents clients in a number of industries, including the financial services, semiconductor, technology, consumer products, and hospitality industries. Mr. Deibert's practice focuses on mergers and acquisitions, and he has been involved in numerous transactions buying and selling privately held and publicly traded businesses. His experience also includes representing companies, investors and investment banks in venture capital financings, securities offerings and other financing transactions.
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Sarah McLean
Partner
Willkie Farr & Gallagher
Ms. McLean is a leading private equity lawyer with over 20 years of experience advising private equity funds and... | Read More
Ms. McLean is a leading private equity lawyer with over 20 years of experience advising private equity funds and management teams on sophisticated and high-profile deals across the energy sector. Her practice focuses on private equity transactions, particularly portfolio company investments, acquisitions and divestitures of assets and companies, and joint ventures. Ms. McLean has been recognized as a leading dealmaker and influential woman in the energy sector. In 2023, she was recognized by The Deal as a “Top Women in Dealmaking” for Private Equity. She also serves on the Private Equity Editorial Advisory Board for Law360.
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Lisa R. Stark
Attorney
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Ms. Stark has over 15 years of corporate experience in mergers and acquisitions, strategic investments, initial public... | Read More
Ms. Stark has over 15 years of corporate experience in mergers and acquisitions, strategic investments, initial public offerings, proxy contests, and hostile takeovers. She also has experience advising private and public companies and their boards of directors on corporate governance matters.
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