M&A Trends in Deal Terms and Tactics: Understanding Recent Legal Challenges, Leveraging Case Law, and Learning through Mock Negotiations

Recording of a 90-minute premium CLE webinar with Q&A

Conducted on Tuesday, November 20, 2012

Recorded event now available

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Course Materials

This CLE course will provide M&A counsel with a concise review of current trends in M&A deal terms, discuss developments driving these trends, and outline common issues and negotiations in deals. The program will include mock negotiations to illustrate the considerations and factors driving outcomes and trends.


Through 2011 and the first half of 2012, the state of the economy and specifically the M&A market led to changes in deal terms and accelerated the adoption of new approaches. Counsel must understand the deal protection techniques commonly incorporated into today’s deals.

Recent, significant case law developments, including those focusing on fiduciary outs and deal protections, have also impacted deal terms and negotiations.

Listen as our panel of M&A practitioners reviews the notable trends in M&A deal terms, based on various market survey sources as well as their own experiences. The panel will discuss the factors driving the trends, review legal and market developments, and outline lessons from case law.



  1. Current trends in M&A deal terms
  2. Factors driving trends
  3. Deal protection terms and structures commonly used today
  4. Recent cases
  5. Mock negotiation


The panel will review these and other key questions:

  • What market developments have driven the trends in deal terms?
  • What recent cases have impacted deal term and negotiation techniques?
  • What deal protection terms are commonly incorporated into today’s deals?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Craig Menden
Craig Menden


His practice focuses on M&As. He has extensive experience in venture capital financings and related corporate and...  |  Read More

Pearlman, Jessica
Jessica C. Pearlman

K&L Gates

Ms. Pearlman represents companies in various corporate, securities and finance matters, with an emphasis on...  |  Read More

Paul Koenig
Paul Koenig

Managing Director
Shareholder Representative Services

As Co-Founder of Shareholder Representative Services, Mr. Koenig manages operations and heads the...  |  Read More

Mark J. Gentile
Mark J. Gentile

Richards Layton & Finger

He focuses his practice on advising corporations, officers, directors, board committees and stockholders in connection...  |  Read More

Richard Arnold
Richard Arnold
Vice President and Associate General Counsel, Mergers & Acquisitions
Hewlett-Packard Company

He leads HP's team of mergers and acquisitions attorneys.He has been representing HP in M&A transactions since...  |  Read More

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