Private Equity M&A Key Deal Terms: Reverse Break Fees, Seller Remedies, Post-Closing Indemnity
Negotiating and Structuring Closing Conditions, Termination Rights and Post-Closing Indemnification in a Changing Market
Recording of a 90-minute premium CLE webinar with Q&A
This CLE webinar will guide M&A counsel in negotiating closing conditions and termination rights in private equity deals. The panel will outline recent trends in reverse break fees, seller recourse for financing failure, and post-closing indemnities as measures to benefit and protect private equity buyers and sellers.
- Current trends in private equity M&A deals
- Best practices for negotiating deal terms—buyer and seller perspective
- Reverse break fees
- Financing failure—remedies for sellers
- Go-Shop deals
- Fiduciary outs
- Post-closing indemnity
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 related to deal certainty?
- What are the best practices for counsel on both sides of the deal when negotiating and structuring deal terms?
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