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Documentation in corporate finance

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Training course summary

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Participants will gain an understanding of the principal points for negotiation in the core documentation required for the successful execution of corporate finance deals. The course focuses, from a practical point of view, on the content and terminology of specific documents and their intended consequences. Particular problem areas are highlighted so that corporate financiers will achieve an appreciation of the objectives that their lawyers should be seeking to achieve on their behalf. Such knowledge should enable commercial negotiations to proceed more smoothly and potential ‘deal breakers’ to be identified at an early stage. Problems can then be resolved informally as they arise rather than in marathon negotiating sessions where the positions of the parties may have become entrenched.

Regions:
  • All Areas
Delivery:
  • In House
Category:
Difficulty:
  • Intermediate

Further Details

The following sets out the content of the course in the approximate order in which it will be discussed during the day. Background and overview • Structure of an agreement • Pre-conditions and covenants • Representations, warranties and indemnities • Purpose, limitations and scope of warranties • Vendor protection clauses • Disclosure letter • Protection and remedies of the purchaser Typical Tool Kit • Confidentiality letter • Option agreement • Shareholders agreement • Service contract • Consultancy agreement Loan & security documentation • Taking security • Ownership, possession and charges • Loan agreements • Guarantees and indemnities • Loan representations and warranties • Financial covenants • Events of default • MAC clauses Flotations • Subscription/placing agreements • Underwriting agreements • Verification notes • Contents of a prospectus • Long form and short form reports • Statutory & general information Buying and selling companies • Engagement letter • Information memorandum • Letter of intent & heads of agreement • Exclusivity agreement • Comfort letters & side letters • Hold harmless letter • Sale & purchase agreement

Guide price

£3,200 per day + VAT

 

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