M&A Purchase Price Adjustment Clauses
Crafting Provisions to Mitigate Buyers' Financial Risks and Achieve Fair Compensation for Sellers
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will provide deal counsel with a review of the benefits and importance of structuring a purchase price adjustment provision in an acquisition agreement. The panel will review key issues to consider and offer approaches for crafting the purchase price adjustment terms.
- Purchase price adjustment provisions
- Common clauses
- Issues to consider
- Defining working capital
- Setting the baseline amount
- Accounting methods/principles
- Drafting strategies
The panel will review these and other key questions:
- What issues should deal counsel take into consideration when drafting purchase price adjustment provisions in acquisition agreements?
- What are the most common post-closing adjustments used in the purchase agreement?
- How can the working capital adjustment overlap with indemnification provisions for breaches of representations and warranties of the seller?
Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.
W. Bryan Rakes
His focus is business transactions, corporate finance and general business advisory services. He represents emerging... | Read More
His focus is business transactions, corporate finance and general business advisory services. He represents emerging growth companies in the areas of mergers and acquisitions, private equity and venture capital transactions, commercial loan transactions, and general corporate planning. He serves as counsel to private equity groups in connection with equity investments and mergers and acquisitions.Close
Michael T. Pedone
Vice President & Deputy General Counsel
Redwood Capital Investments
He joined Redwood after 10 years practicing law at Venable LLP, where he focused on mergers and acquisitions,... | Read More
He joined Redwood after 10 years practicing law at Venable LLP, where he focused on mergers and acquisitions, financings and complex commercial transactions. He represented a broad array of clients in various industries, including public and private companies, issuers and underwriters, lenders and borrowers and private equity funds.Close
Senior Vice President
He has more than a decade of experience in M&A transactions, providing financial and strategic advisory services... | Read More
He has more than a decade of experience in M&A transactions, providing financial and strategic advisory services to middle-market companies. He has been involved in both the sell-side and buy-side of M&A transactions, strategic advisory, corporate development, and corporate finance engagements.Close