Negotiating Contingent Value Rights in M&A Transactions
Leveraging CVRs to Bridge the Value Gap and Facilitate Deals
Recording of a 90-minute CLE webinar with Q&A
This CLE webinar will discuss the types of acquisition deals and conditions for which CVRs are most suited and provide best practices for negotiating and structuring deals involving CVRs in a way that benefits and protects both buyers and sellers.
- Contingent value rights (CVRs) — overview
- Common use and types of CVRs
- Implications for buyers and sellers
- Current state of CVR deals
- Deal considerations
- Securities issues
- Financial issues
- Tax issues
- Accounting issues
- Documentation issues
- Strategies for negotiating and implementing CVRs
- Key negotiating terms and conditions
- Dealing with unanticipated events
- Post-closing activities by buyer and seller
- Resolving conflicting positions
The panel will review these and other key questions:
- How are CVRs being used to close the valuation gap between buyers and sellers in M&A deals?
- In what situations are CVRs an attractive option?
- What are the key legal, accounting and tax issues to understand and consider when using CVRs?
- What strategies have been effective for negotiating deals involving CVRs?
Steven R. Barth
Foley & Lardner
He practices in the areas of mergers, acquisitions, leveraged recapitalizations and buyouts; venture capital and... | Read More
He practices in the areas of mergers, acquisitions, leveraged recapitalizations and buyouts; venture capital and private equity fund formation and portfolio company investment; public and private offerings of equity and debt securities; securities laws and reporting compliance; corporate governance; and assists in the organization, development and financing of startup corporations.Close
Principal, Consumer and Retail
William Blair & Company
He has more than 22 years of investment banking experience, seven years of commercial banking experience and two years... | Read More
He has more than 22 years of investment banking experience, seven years of commercial banking experience and two years of commercial real estate experience. He joined William Blair & Company in 2002 and served as the Co-Head of the Consumer & Retail Investment Banking Group for three years.Close
Timothy H. Shea
Foley & Lardner
He has experience representing clients in a variety of industries on transactional and corporate matters. His... | Read More
He has experience representing clients in a variety of industries on transactional and corporate matters. His practice focuses on mergers and acquisitions, corporate financings and securities law and general corporate matters.Close