Negotiating Private Equity M&A Key Deal Terms

Rollover Equity; Bolt-on, Tuck-in and Platform Acquisitions; Earnouts and More

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


Conducted on Wednesday, October 25, 2017

Recorded event now available

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Program Materials

This CLE webinar will guide M&A counsel in negotiating private equity M&A transactions, including rollover equity; bolt-on, tuck-in and platform acquisitions; earnouts; seller paper; reverse break fees; and representation and warranty insurance.

Description

While M&A transactions involving private equity sponsors share many characteristics with strategic M&A, in which the buyer is an operating company, there are certain deal terms that are unique to, or are far more common in, private equity M&A transactions. 

Counsel advising buyers and sellers in private equity M&A transactions must consider a number of legal and financial factors when determining which deal terms are most suitable for specific transactions and in negotiating those tailored terms and provisions.

Listen as our panel of M&A practitioners reviews the latest trends in M&A deal terms where the buyer or seller is a private equity firm or controlled by a private equity firm. The panel will discuss best practices for negotiating rollover equity; bolt-on, tuck-in and platform acquisitions; earnouts; seller paper; reverse break fees; and representation and warranty insurance in private equity M&A deals.

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Outline

  1. Current trends in private equity M&A deals
  2. Best practices for negotiating deal terms: Buyer and seller perspectives
    1. Rollover equity
    2. Bolt-on, tuck-in and platform acquisitions
    3. Earnouts
    4. Seller paper
    5. Reverse break fees
    6. Representation and warranty insurance

Benefits

The panel will review these and other key issues:

  • What are the current trends for M&A practitioners in private equity deals?
  • What are the most common deal terms buyers and sellers in private equity M&A deals are negotiating?
  • What are best practices for counsel on both sides of the deal when negotiating and structuring private equity M&A deal terms?

Faculty

McDonald, John
John J. McDonald

Partner
Troutman Sanders

Mr. McDonald counsels clients on a full range of corporate transactional matters, focusing on private equity and...  |  Read More

Weinsier, Michael
Michael Weinsier

Partner
Troutman Sanders

Mr. Weinsier focuses his practice on representing private equity and other investment funds, family offices and other...  |  Read More

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