Speaking Engagement

PLI's Acquiring or Selling the Privately Held Company 2017

Wednesday, May 17 3:45 PM CST to 4:45 PM CST


At this perennial favorite, our experienced faculty will walk you through all of the steps associated with acquiring and selling a privately held company, whether it is a large independent corporation, a division or subsidiary of a large public company, or a smaller venture capital-backed or family-owned entrepreneurial enterprise. You will learn about the special issues that apply when a private equity firm is the buyer or owns the target company, and about the techniques and strategies that are essential to successful negotiations. You will also gain an understanding of the key employee benefits, labor and employment, and intellectual property issues that arise and how to address them. Plus you will learn about special diligence concerns involving international deals, including FCPA, AML, tax and labor issues.

What You Will Learn

  • Analyze the terms of an acquisition agreement

  • Develop successful negotiation strategies

  • Use letters on intent to maximize strategic advantage

  • Structure and negotiate ern-outs and critical risk allocation provisions

  • Spot and deal with the key issues that arise in non-corporate law areas, such as:

    • Employee benefits

    • Labor and employment

    • Intellectual property

  • Copey with the special problems associated with acquisitions of divisios or subsidiaries

  • Understand the fiduciary duties of directors and majority shareholders in a sale transaction

  • Understand the special issues relating to financial sponsors

  • Recognize ethical issues that arise during the negotiation and documentation of transactions

  • Avoid common drafting pitfalls when non-US laws govern part or all of a deal


Michael P. Lee ~ Reed Smith LLP


Oscar A. David ~ Winston & Strawn LLP

Kimberly A. deBeers ~ Skadden, Arps, Slate, Meagher & Flom LLP

Hugo Dubovoy ~ Baker & McKenzie LLP

Marcelo Halpern ~ Perkins Coie LLP

Pran Jha ~ Sidley Austin LLP

Matthew D. Keiser ~ Kirkland & Ellis LLP

Elizabeth Kitslaar ~ Jones Day

Michael Macakanja ~ Managing Director, Mergers & Acquisitions, J.P. Morgan

Amit Mehta ~ Paul Hastings LLP

Michelle L. Moore ~ Reed Smith LLP

Philip L. Mowery ~ Vedder Price

Daniel Schoenberg ~ Managing Director, Aon Transaction Solutions, Aon Risk Services Northeast, Inc.

Jodi A. Simala ~ Mayer Brown LLP

Brent E. Williams ~ K&L Gates LLP

Alexander B. Young ~ Schiff Hardin LLP

May 17, 2017 at 2:45PM

Earn-outs and Fiduciary Duties in Private Transactions**Structuring and Negotiating Earn-Outs

**The problems that arise in the context of structuring and drafting contingent consideration, or earn-out, arrangements in a transaction:

  • Formulas

  • Disputes

  • Accounting and tax issues

  • Effect on indemnification

Speaker: Amit Mehta, Paul Hastings LLPChicago Seminar LocationUniversity of Chicago Gleacher Center450 N. Cityfront Plaza DriveChicago, IL 606011

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