Right-Sizing M&A Documentation for Smaller Deals: Distinguishing Relevant From Unnecessary Terms, Reducing Costs

Comparing ABA Long and Short Form Acquisition Agreements

A live 90-minute premium CLE video webinar with interactive Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Wednesday, November 9, 2022

1:00pm-2:30pm EST, 10:00am-11:30am PST

Early Registration Discount Deadline, Friday, October 14, 2022

or call 1-800-926-7926

This CLE course will look at how to take a standard "long-form" stock purchase agreement or asset purchase agreement and curate it to fit smaller ($10 million or less) deals more appropriately. The panel will also include practical tips and tricks for documenting and closing smaller deals efficiently.

Description

Deal size and complexity should play a role in the length and substance of the particular M&A agreement. Starting with forms unsuited to the transaction can derail smaller deals or stall negotiations of provisions that have little relevance to the deal.

Part of counsel's role should be to tailor M&A deal documents to address what is truly necessary for the transaction, avoiding the additional costs and potential conflict that can come from negotiating provisions of marginal importance to the parties.

ABA "short-form" acquisition agreements (with ancillary documents and commentary) are instructive. The short-form agreements are more feasible for smaller M&A transactions than the ABA's "long-form" model stock purchase agreement and asset purchase agreement. Private equity funds can also use short forms for "tuck-in" or "add-on" acquisitions.

Listen as our authoritative panel discusses how to "right-size" an M&A agreement to fit the deal and offers practical tips on streamlining smaller deals' documentation and closing process.

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Outline

  1. Overview of asset purchase, stock purchase, and merger/consolidation structures
  2. Long-form vs. short-form agreements and related documentation
    1. Standard provisions found in all merger agreements
    2. Right-sizing the agreement: deciding what terms are critical and what terms are not
  3. Streamlining the closing process for smaller deals

Benefits

The panel will review these and other key issues:

  • How can drafting counsel address the parties' interests (what they want to get out of the deal) and their tolerance for risk without over-lawyering the agreement?
  • What is the best way to utilize the ABA model for short-form and long-form M&A agreements?
  • What other ways can counsel make the closing process more manageable and cost-efficient?

Faculty

Blank, Ira
Ira L. Blank

Founder
The Enterprise Law Group

In over 30 years, Mr. Blank has served as labor and employment law counsel/litigation counsel to businesses and has...  |  Read More

Additional faculty
to be announced.
Attend on November 9

Early Discount (through 10/14/22)

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Early Discount (through 10/14/22)

You may pre-order a recording to listen at your convenience. Recordings are available 48 hours after the webinar. Strafford will process CLE credit for one person on each recording. All formats include course handouts.

To find out which recorded format will provide the best CLE option, select your state:

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