M&A Engagement Letters: Strategies for Buyers, Sellers, Investment Banks and Their Counsel

Negotiating Scope of Engagement, Fees, Confidentiality, Termination, Indemnification and More

A live 90-minute CLE webinar with interactive Q&A


Wednesday, October 11, 2017
1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, September 22, 2017


This CLE webinar will prepare M&A counsel to negotiate engagement letters between a buyer or seller and its investment bank. The panel will examine and discuss key sections of an engagement letter and effective negotiation strategies.

Description

The negotiation of the M&A engagement letter between a buyer or seller and its investment bank/financial advisor is critical to the transaction process. The engagement letter sets the stage for the transaction and sets the tone for the parties’ relationship throughout the transaction and beyond.

Careful negotiation of the engagement letter helps ensure that the buyer or seller and the investment bank have a common understanding of the parameters—business and legal—governing their relationship, including the scope of the services to be provided, whether and when fees are to be paid, key assumptions, qualifications and limitations on the advice to be provided, and the parties’ obligations with respect to confidentiality, indemnification and other matters.

Listen as our authoritative panel of M&A attorneys examines and discusses the key sections of an engagement letter and various negotiating tactics.

Outline

  1. Key provisions in an engagement letter
    1. Scope of services
    2. Compensation of advisor
    3. Assumptions, qualifications and limitations on advice
    4. Confidentiality
    5. Indemnification
    6. Other key provisions
  2. Trends impacting M&A engagement letter negotiations

Benefits

The panel will review these and other key issues:

  • What current legal trends affect the negotiation of the M&A engagement letter between buyers or sellers and their investment bank?
  • What key provisions should be carefully negotiated in an M&A engagement letter?
  • How are risks typically allocated in an M&A engagement letter?

Faculty

Jason M. Halper, Partner
Cadwalader Wickersham & Taft, New York

Mr. Halper, Chair of the firm’s Global Litigation Group, is a recognized leader in the fields of financial services and securities law and corporate governance/M&A. He is an experienced litigator and trial lawyer. For over 25 years, Mr. Halper has represented financial institutions, Fortune 500 companies and other clients in high-stakes litigation and regulatory matters. He is an adjunct professor in corporate and securities law at the University of Pennsylvania Law School, and a frequent speaker and author.

Lindsey Reighard, Partner
McDermott Will & Emery, Dallas

Ms. Reighard represents private and public companies in connection with U.S. and international mergers and acquisitions, securities offerings, restructurings, joint ventures and other corporate transactions. She also has experience representing private equity funds in the acquisition, disposition and equity structuring of portfolio companies. Ms. Reighard advises private and public companies on general corporate matters, including with respect to corporate governance, corporate compliance, fiduciary duties and commercial contracts.


Live Webinar

Live Webinar $247.00

Includes Early Discount Savings of $50.00 (through 09/22/17)

Add a colleague on the same connection in the same room for only $97.00 in the shopping cart or by calling customer service.

This webinar is eligible for at least 1.5 general CLE credits.

CLE credits are not available for PR.

*In KS, OH, PA, for more than 1 attendee on the connection you must contact Strafford CLE via email or call 1-800-926-7926 ext. 35 prior to the program for special instructions.


Recordings

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On-demand is the only recorded format recognized for CLE credits in DE, IN, KS, LA, MS, NC, OH, OK, SC, TN, VA, WI.

AK, AZ, CA, CO, CT, DE, FL, GA, HI, IA, ID, IL, IN*, KS, KY, LA, ME, MN, MO, MT, NC, ND, NH**, NJ, NM, NV, NY, OH*, OK, OR, PA, SC, TN, TX, UT, VA, VT, WA, WI, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

*Only available for attorneys admitted for more than two years. For OH CLE credits, only programs recorded within the current calendar year are eligible - contact the CLE department for verification.

**NH attendees must self-determine if a program is eligible for credit and self-report their attendance.

CLE On-Demand Video $247.00
Available 48 hours after the live event

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Recorded Event

Includes full event recording plus handouts (available after live webinar).

Strafford is an approved provider and self-study CLE credit is available in most states.

AK, AZ, CA, CO, CT, FL, GA, HI, IA, ID, IL, KY, ME, MN, MO, MT, ND, NJ, NM, NY, OR, PA, TN, TX, UT, VT, WA, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

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Additional copies of a recording can be purchased at a discount. Please call Strafford Customer Service toll-free at 1-800-926-7926 ext 10 or email customerservice@straffordpub.com to place your order.

Recorded Webinar Download $247.00
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Recorded Audio Download (MP3) $247.00
Available 24 hours after the live event

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DVD (Slide Presentation with Audio) $247.00 plus $9.45 S&H
Available ten business days after the live event

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Registration Plus Recorded Event

Best value!

Live Webinar & Webinar Download $344.00

Includes Special Savings of $250.00 (through 09/22/17)

Live Webinar & Audio Download $344.00

Includes Special Savings of $250.00 (through 09/22/17)

Live Webinar & DVD $344.00 plus $9.45 S&H

Includes Special Savings of $250.00 (through 09/22/17)


Webinar

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Early Registration
Discount Deadline
September 22, 2017
(1 day)

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Mergers and Acquisitions Law Advisory Board

Charles H. Baker

Partner

O’Melveny

Igor Kirman

Partner

Wachtell Lipton Rosen & Katz

Kevin C. Logue

Partner

Paul Hastings Janofsky & Walker

Mark D. Williamson

Principal

Gray Plant Mooty

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