Carve-Out Transactions: Recent Trends, Key Due Diligence Considerations, Structuring the Deal, Risks, Challenges
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will review the key considerations specific to carve-out deals and how more companies are utilizing carve-outs to unlock value and generate liquidity. The panel will discuss best practices for conducting due diligence and structuring the deal and review the risks and challenges unique to these transactions.
Outline
- Unique legal and business considerations that arise in a carve-out transaction
- Identifying the parameters of the business and assets being sold
- Key due diligence considerations
- Structuring the transaction
- The role and importance of transition services agreements
- Pre and post-closing considerations to ensure the success of the transaction
Benefits
The panel will review these and other important considerations:
- What are the current trends and market conditions that have spurred an increase in carve-out transactions?
- What are the unique business and legal considerations for deal counsel handling carve-out transactions?
- What are key due diligence considerations for a carve-out transaction?
- What deal terms are critical to protecting the legal and financial interests of both parties?
- What are important pre and post-closing steps deal counsel should take to ensure the success of the carve-out transaction?
Faculty
Michael Bolotin
Partner
Debevoise & Plimpton
Mr. Bolotin is a partner and a member of the firm’s Tax Department and Special Situations team. His practice... | Read More
Mr. Bolotin is a partner and a member of the firm’s Tax Department and Special Situations team. His practice focuses on public and private M&A transactions across many industries, including asset managers, business services, healthcare, industrials and technology, private equity fund formation and real estate. His recent experience includes acting for clients such as Clayton, Dubilier & Rice, Kelso & Company, Prudential Capital Partners, Stone Point Capital and TPG. Mr. Bolotin advised on Chrysaor Holdings’ acquisition of a diversified North Sea oil and gas portfolio from Shell. This deal was named by the European Tax Awards as the “European Energy Tax Deal of the Year” (2018).
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Jennifer L. Chu
Partner, Deputy Co-Chair M&A Group
Debevoise & Plimpton
Ms. Chu’s practice focuses on advising corporations and private equity firms in mergers and acquisitions, joint... | Read More
Ms. Chu’s practice focuses on advising corporations and private equity firms in mergers and acquisitions, joint ventures and other corporate matters, across a broad range of industries with a particular focus on transactions in the healthcare, life sciences, asset management and financial services industries. Ms. Chu is a frequent author and speaker on legal developments affecting M&A, private equity and healthcare.
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Tigist Kassahun
Counsel
Debevoise & Plimpton
Ms. Kassahun is corporate counsel in the Intellectual Property and Technology Transactions Group, as well as a frequent... | Read More
Ms. Kassahun is corporate counsel in the Intellectual Property and Technology Transactions Group, as well as a frequent collaborator with the firm’s Data Strategy & Security practice. She is experienced in leading intellectual property and technology transactions and advising clients on related matters, including intellectual property protection, data privacy and cybersecurity. She regularly represents a broad range of clients across the technology, financial services, arts, telecommunications, private equity, entertainment, healthcare and insurance industries.
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Jonathan E. Levitsky
Partner
Debevoise & Plimpton
Mr. Levitsky has a broad-based transactional practice advising public and private companies and private equity... | Read More
Mr. Levitsky has a broad-based transactional practice advising public and private companies and private equity sponsors on mergers and acquisitions, joint ventures, and corporate governance matters. He has led transactions across many industries, including media and telecommunications, healthcare, technology, consumer and industrials. Mr. Levitsky is a frequent author and speaker on topics related to mergers and acquisitions. He is the co-author of Takeovers: A Strategic Guide to Mergers & Acquisitions (Wolters Kluwer Law & Business, 2020). Mr. Levitsky has served as a member of the New York City Bar Association’s Committee on Mergers, Acquisitions and Corporate Control Contests.
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Frank Mitchell
Partner
Debevoise & Plimpton
Mr. Mitchell’s practice covers a broad range of executive compensation and employee benefits matters. He advises... | Read More
Mr. Mitchell’s practice covers a broad range of executive compensation and employee benefits matters. He advises clients on disclosure, governance, taxation, design and negotiation of executive compensation agreements and arrangements as well as the executive compensation and employee benefits aspects of mergers and acquisitions; pension investment and ERISA fiduciary matters (with significant experience on these issues in the private equity, asset management, insurance and real estate sectors); private equity compensation and governance matters at both the upper tier and portfolio company levels; and employment law and related issues.
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