Structuring M&A Financing: New Strategies for the Current Market
Evaluating the Alternatives and Securing the Optimal Deal
Recording of a 90-minute CLE teleconference with Q&A
Conducted on Wednesday, August 12, 2009
Recorded event now available
This seminar will examine the most common terms and structures being used by M&A counsel to keep deals flowing in the current economy. The panel will evaluate financing and structure alternatives and provide strategies for counsel to buyers and sellers to minimize risks in various structures to close deals.
Description
Buyers and sellers are responding to the shortage of traditional financing for M&A deals by devising creative strategies for structuring deals. Businesses are using earnouts, rollups, joint ventures and other deal terms and structures to keep deals alive in the current market.
Companies considering using alternative financing techniques for M&A transactions face a number of legal, tax and financial risks. Counsel must carefully assess the benefits and risks of each structure to properly advise their clients.
Listen as our panel of M&A attorneys and an investment banker evaluates the benefits and risks of the terms and structures being used to facilitate M&A deals in the current market. The panel will offer strategies for buyers and sellers for structuring the best acquisition deal.
Outline
- Current market trends
- Financing the deal
- Subordinated financing
- Minority equity
- Earnouts
- Seller notes
- Consummating the transaction
- Post-closing purchase price payments
- Simultaneous acquisitions
- Rollups
- Asset swaps
- Joint ventures
- Buying companies with net operating losses
- Restructuring existing debt of a company
Benefits
The panel will review these and other key questions:
- What new strategies are being used to facilitate M&A deals in the absence of traditional financing?
- What are the most common deal terms buyers and sellers are negotiating and the benefits and risks of each?
- What are the key tax issues to understand and consider for each deal structure alternative?
- What are the best practices for counsel on both sides of the deal when negotiating terms?
Faculty
Chelsea A. Grayson,
Partner
Jones Day, Los Angeles
She advises emerging and established companies, focusing primarily on mergers and acquisitions, distressed mergers and acquisitions, private placements of equity and debt securities (both issuer and venture capital fund representations), general corporate counseling, joint ventures and strategic alliances, and importation and distribution transactions.
Lindsey Alley,
Managing Director
Houlihan Lokey, Los Angeles
He advises public and private clients, boards of directors and special committees on sellside and buyside mergers and acquisitions, and has significant experience raising growth or acquisition capital for middle-market companies. He works with a diverse group of industries, including consumer, retail, industrial technology, healthcare, engineering and construction, and general manufacturing.
Stuart M. Finkelstein,
Partner
Skadden Arps Slate Meagher & Flom, New York
He represents clients on a wide range of tax matters, with particular emphasis on mergers, acquisitions and divestitures, including spin-offs, debt and equity offerings, corporate and partnership restructurings and joint ventures. He is regularly consulted on tax matters related to corporate restructurings.
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.
Upon request, also available in: CO, CT*, FL, GA, ID, KY, LA, ME, NC, ND, NE, NH, NM, NV, OR*, SC, TN, UT, WI*, WY. If you are applying for credit in one of these states, make sure to select those states when placing your order.
(*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.
MP3 Download (Audio Only) $49.00
Available 24 hours after the live event
CD $49.00
plus $9.45 S&H
Available ten business days after the live event
CLE Credit
Strafford's live seminars qualify for CLE in every state that accredits webinars. They offer you a high quality, cost effective, and convenient CLE option, with no lost travel time or expenses.
Customer Reviews
One of the best CLEs outside my firm that I have attended in a long time. The materials and the dual perspectives were great and the comments on one another's presentations were very instructive.
Lisa Taylor Hudson
Sands Anderson Marks & Miller
The speakers included a significant number of best practices, which are critical to application of the law.
Deirdre J. Kamber
Fitzpatrick Lentz & Bubba
I liked the use of current court cases.
Robert Cundiff
Northwestern Memorial Hopsital
Very timely. I also liked the references to current and recent suits.
John Devlin
Lane Powell
We were given simple and clear answers to complex questions, lots to work with.
Patrick R. Kelly
Glenn, Feldmann, Darby & Goodlatte
Finance Law Advisory Board
Partner
DLA Piper
Partner
Gibson Dunn & Crutcher
Partner
Nixon Peabody
Partner
Alston & Bird
Counsel
Mayer Brown
Partner
O’Melveny & Myers