M&A Engagement Letters: Strategies for Buyers, Sellers, Investment Banks and Their Counsel
Negotiating Scope of Engagement, Fees, Confidentiality, Termination, Indemnification and More
Recording of a 90-minute premium CLE webinar with Q&A
This CLE course will prepare M&A counsel to prepare engagement letters between a buyer or seller and its investment bank. The panel will examine the principal sections of an engagement letter and discuss effective negotiation strategies.
- Key provisions in an engagement letter
- Scope of services
- Compensation of adviser
- Assumptions, qualifications and limitations on advice
- Other key provisions
- Trends and recent case law impacting M&A engagement letter negotiations
The panel will review these and other high priority issues:
- What current legal trends and recent case law impact the negotiation of the M&A engagement letter between buyers or sellers and their investment bank?
- Which provisions should counsel scrutinize and strategically negotiate in an M&A engagement letter?
- How are risks typically allocated in an M&A engagement letter?
Michael S. Dorf
Shearman & Sterling
Mr. Dorf has extensive experience in U.S. domestic and cross-border M&A transactions, carve-outs, venture... | Read More
Mr. Dorf has extensive experience in U.S. domestic and cross-border M&A transactions, carve-outs, venture capital financings, strategic investments, joint ventures and corporate partnering transactions. He represents public and private companies, private equity funds and venture capital investors in the technology, media, telecommunications, biotechnology, health care, renewable energy, consumer products and other industries. In addition, he represents portfolio companies of private equity clients, handling day-to-day legal activities, add-on acquisitions, and other general corporate work.Close
Eric S. Klinger-Wilensky
Morris Nichols Arsht & Tunnell
Mr. Klinger-Wilensky counsels corporations and special committees in the context of potential transactions, aids... | Read More
Mr. Klinger-Wilensky counsels corporations and special committees in the context of potential transactions, aids corporations and investors in structuring capital investments, and advises generally on corporate governance issues. He also provides corporate-related advice in the context of transaction and governance litigation, and has been involved in a number of key M&A and other corporate opinions issued by the Delaware courts over the past decade.Close