M&A Post-Closing Purchase Price Adjustments: Planning and Drafting Strategies
Defining Working Capital, Setting Baseline Amount, Specifying Accounting Principles, Navigating Overlap With Indemnification Clauses
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will provide guidance to counsel drafting and negotiating purchase price adjustments (PPAs) provisions in M&A acquisition agreements.
- Purchase price adjustment provisions—brief overview
- Planning and drafting strategies
- Defining working capital
- Setting the baseline amount
- Accounting methods/principles
- Overlap with indemnification provisions
The panel will review these and other key issues:
- What issues should counsel take into consideration when drafting and negotiating PPA provisions in acquisition agreements?
- What are the most commonly disputed issues with PPAs?
- How can PPAs overlap with the general indemnification and tax indemnification provisions of the acquisition agreement?
John J. McDonald
Mr. McDonald counsels clients on a full range of corporate transactional matters, focusing on private equity and... | Read More
Mr. McDonald counsels clients on a full range of corporate transactional matters, focusing on private equity and strategic mergers and acquisitions (M&A) transactions, venture capital and other financing transactions, and private equity fund formation. His private equity M&A practice entails representing private equity sponsors in leveraged acquisitions of portfolio companies, “bolt on” acquisitions and recapitalizations of portfolio companies, and subsequent divestitures of portfolio companies. He also has significant experience representing sellers in M&A transactions involving private equity buyers. His strategic M&A practice involves representing publicly-traded and privately-held buyers and sellers in M&A transactions across a broad range of industries, both domestic and cross-border.Close
Mr. Weinsier focuses his practice on representing private equity and other investment funds, family offices and other... | Read More
Mr. Weinsier focuses his practice on representing private equity and other investment funds, family offices and other financial sponsors, and a wide variety of public and private operating companies, including the portfolio companies of financial sponsors and other strategic buyers and sellers, in all aspects of their investment, financing and other transactions. These transactions include primary and secondary leveraged buyouts and other domestic and cross-border mergers, acquisitions and divestitures of public and private companies, auction bids, acquisitions of non-control equity interests, economic participations and other co-investments, joint ventures, securities offerings, and acquisition financings, including sponsor bridge facilities and other sponsor financings.Close