Drafting and Negotiating Mergers
Negotiate and draft a merger agreement like a veteran. You'll learn the regulatory and statutory considerations that affect the deal structure, as well as the key provisions involved. Then you'll practice what you learned by revising a merger agreement based on real-world client concerns and the business/regulatory context.
“AltaClaro provides our corporate associates with an innovative and effective training model that facilitates the transition to a law firm environment by preparing them for complex transactions in any industry.”
- Partner & Chair of the Finance & Acquisitions Department
Drafting and Negotiating Mergers
Negotiate and draft a merger agreement like a veteran. You'll learn the regulatory and statutory considerations that affect the deal structure, as well as the key provisions involved. Then you'll practice what you learned by revising a merger agreement based on real-world client concerns and the business/regulatory context.
“AltaClaro provides our corporate associates with an innovative and effective training model that facilitates the transition to a law firm environment by preparing them for complex transactions in any industry.”
- Partner & Chair of the Finance & Acquisitions Department
Upon completion of this Master Class, participants are able to:
Training courses that are made for the transactional associate looking to increase their skill level
- Identify and explain to a client the relevant statutory requirements for consummation of a merger
- Apply diverse legal and regulatory considerations in determining the appropriate structure
- Draft and negotiate basic terms in a Merger Agreement
Training courses that are made for the transactional associate looking to increase their skill level
Upon completion of this Master Class, participants are able to:
- Identify and explain to a client the relevant statutory requirements for consummation of a merger
- Apply diverse legal and regulatory considerations in determining the appropriate structure
- Draft and negotiate basic terms in a Merger Agreement
The AltaClaro Difference
Effective Learning with ROI--Backed by Education Science
The AltaClaro Difference
Effective Learning with ROI--Backed by Education Science
Learn
Learn at your own pace, absorbing lessons in short, easily digested segments led by experienced practitioners.
Do
Apply what you've learned to solve real-world client scenarios, using transaction documents derived from actual deals.
Review
Deepen your learning in virtual review sessions with an experienced practitioner. Review model answers and ask questions.
Class Content Overview
Class Content Overview
Level: Basic-Intermediate
Level: Basic-Foundational
This class exposes participants to the specific considerations involved in structuring a merger transaction, while also synthesizing the concepts discussed in all four of the other classes in this series, in culmination of the series. Participants will revisit some of the key drafting considerations discussed in the context of an asset or stock purchase and examine how these might differ in a merger context, allowing participants to gain a deeper understanding of these concepts and how to apply them in practice. This class will also introduce participants to the particular nuances involved in a merger, including regulatory and statutory aspects, as well as corporate governance and tax issues. The instructor will illustrate these various concepts by examining actual statutory language and merger agreement provisions, highlighting differences with asset and purchases where significant. Participants will practice drafting and negotiating various provisions clearly and precisely, taking into account buyer and seller concerns.
This class is suitable for attorneys at any level who have a general interest in M&A with some exposure to basic corporate transactions. A general understanding of contract basics and/or prior completion of AltaClaro’s Essentials of Contract Drafting is helpful but not required.
**It is recommended that participants complete AltaClaro’s Overview of M&A Transactions and Drafting & Negotiating Asset Purchase Agreements (or otherwise have some basic exposure to M&A transactions as a junior attorney) prior to taking this course.
This class is suitable for attorneys at any level who have a general interest in M&A with some exposure to basic corporate transactions. A general understanding of contract basics and/or prior completion of AltaClaro’s Essentials of Contract Drafting is helpful but not required.
**It is recommended that participants complete AltaClaro’s Overview of M&A Transactions and Drafting & Negotiating Asset Purchase Agreements (or otherwise have some basic exposure to M&A transactions as a junior attorney) prior to taking this course.
Course Details
What you will learn
- Write in a clear and concise way
- Blackline documents
- Interpret editing comments
- Coordinate signature pages
- Avoid common pitfalls in corporate drafting
What you will get
2 CLE Credits is available for each course
Description
This class addresses the basics of corporate drafting, using a commercial contract as an example. The instructor will focus on technical skills and concepts such as the basic structure of a contract, the interplay of representations and warranties, covenants, and conditions, and drafting and negotiating boilerplate language.
Simulation Exercise
Participants will be asked to review and propose revisions to a contract based on a set of facts relating to our hypothetical client’s goals and concerns. During the live review session of the course, participants will review the model answer and receive feedback on the substance of the drafting as well as practical tips for clear and concise drafting.
What you will get
2 CLE Credits are available for
each course
each course
Simulation Exercise
Participants will be provided with a merger agreement and tasked with revising it based on precedent to reflect a client’s specific concerns, and counseling the client as to regulatory and other actions that need to be taken.
Why Even Have a Contract as Opposed to an Oral Agreement?
Purpose of a Contract
- To define the legal rights and obligations of the parties
- To give effect to the parties’ wishes
- To govern the intended relationship of the parties and to cover all contingencies
Instructors Who Practice What They Teach
Instructors Who Practice What They Teach
Instructors Who Practice What They Teach
Julie Ryan
Partner, Acceleron Law Group
x-Akin Gump, x-Clifford Chance
Stephen Kaplitt
Kaplitt Legal
x-Weil Gotshal, x-Cadwalader
Michelle Appelqvist
Senior Counsel, Paragon Legal
x-SanDisk, x-Wilson Sonsini
John Babcock
Partner, Waldrep Wall
Julie Ryan
Partner, Acceleron Law Group
(xAkin Gump, xClifford Chance)
Stephen Kaplitt
Kaplitt Legal
(xWeil Gotshal, xCadwalader)
Michelle Appelqvist
Senior Counsel, Paragon Legal
(x-SanDisk, x-Wilson Sonsini)
John Babcock
Partner, Waldrep Wall
Mick Galvin
Sr. Attorney, Axiom
x-Sidley, x-Allen&Overy
Clara Duffield
Partner, Duffield Law Group
x-Baker McKenzie
Chris Drews
x-Walt Disney, x-Virgin Interactive
Douglas Young
Partner, Rimon
x-Baker McKenzie, x- White & Case
Mick Galvin
Sr. Attorney, Axiom
(xSidley, xAllen&Overy)
Clara Duffield
Partner, Duffield Law Group
(xBaker McKenzie)
Chris Drews
(x-Walt Disney, x-Virgin Interactive)
Douglas Young
Partner, Rimon
(xBaker McKenzie, x- White & Case)
Clients and Partners that Trust Our Team
Clients and Partners that Trust Our Team
Our Trusted Network of the World’s Leading Law Firms
Our Trusted Network of the World’s Leading Law Firms
Our Trusted Network of the World’s Leading Law Firms
Praise for Our Legal Instructors
Praise for Our Legal Instructors
“Doug was very engaging, which was helpful and kept the review session moving.”
“John had deep subject matter insight. It was an excellent class.”
“Hellen did a fantastic job at meeting us at our experience level ...great war stories and practical tips.”
“I really enjoyed this live session. The instructor did a great job: he seemed both well-prepared and he was genuinely engaging.”
“Mick didn't just walk through the corrections but the thought process behind each change and how it would effect/protect the client.”
“The instructor was great and had a lot of great insights to share.”
Online
Class material is 100% online, accessible by all standard web browsers. Use your desktop, laptop, tablet, or smartphone--your progress will by synced across all devices.
On-Demand
The class is fully asynchronous. Do the work at your own pace, turn in your assignment when you're ready, and get instant feedback via model answers and video review sessions.
Interactive
Learn with dynamic, interactive modules that keep you engaged in active learning using a variety of learning modes.
Experiential
Includes practical assessments throughout the class, plus a capstone assignment where you apply your skills in the context of a real-world matter.
Interested in this Class?
Law Firms
Rapidly upskill associates with effective, efficient practical skills training.
Law Firms
Rapidly upskill associates with effective, efficient practical skills training.