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 premium CLE video webinar with interactive Q&A
This CLE course will guide M&A counsel in preparing 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.
Outline
- Critical provisions in an engagement letter
- Scope of services
- Compensation of adviser
- Assumptions, qualifications, and limitations on advice
- Confidentiality
- Indemnification
- Other key provisions
- Trends and recent case law impacting M&A engagement letter negotiations
Benefits
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?
Faculty
Aaron R. Dixon
Partner
Alston & Bird
Mr. Dixon is co-leader of the firm’s M&A Practice Quality Team. He represents public and private companies,... | Read More
Mr. Dixon is co-leader of the firm’s M&A Practice Quality Team. He represents public and private companies, private equity funds, and financial advisors in mergers, acquisitions, divestitures, joint ventures, capital raises, strategic and venture capital investments, and other complex business transactions. In addition, Mr. Dixon advises businesses on general corporate, governance, and contract matters.
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Stuart C. Rogers
Partner
Alston & Bird
Mr. Rogers focuses his practice on M&A and corporate finance and actively advises investment banks and financial... | Read More
Mr. Rogers focuses his practice on M&A and corporate finance and actively advises investment banks and financial advisors in M&A transactions. Before joining the firm, he was a managing director at Credit Suisse, where he led legal coverage for the Investment Banking & Capital Markets Division in the Americas and was lead counsel to Credit Suisse’s M&A financial advisory group and investment banking opinion/valuation committee. Mr. Rogers has a sophisticated command of matters affecting financial advisors, including opinion practice, conflicts management, and reputational risk. He has been a regular speaker and panelist at industry conferences sponsored by the Securities Industry and Financial Markets Association and was a member of FINRA’s Corporate Financing Committee.
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