[E1] NDA, LOI, and Preliminary Docs (CPD 266.1)
CPD 266 - Mergers & Acquisitions Series • 48m
There are various agreements often entered into near the preliminary discussions of a potential merger & acquisition business transaction. Often the first agreement entered into will be a Non-Disclosure Agreement, also referred to as a Non-Disclosure and Confidentiality Agreement, or some variation of those names. The next agreement entered into will be a Letter of Intent or a Memorandum of Understanding, setting out several proposed terms between the parties, but often on a largely non-binding basis. This episode will touch on both Letters of Understanding and Memoranda of Understanding, but will focus on Letters of Intent.
Ideally, clients will seek the input of legal counsel before signing an NDA or LOI, or may even engage legal counsel to prepare an appropriate form of NDA or LOI, but unfortunately that is often not the case. Many times, lawyers are presented with already signed agreements and must do their best to assist clients given the circumstances.
This presentation will feature Scott Waters, Q.C., of Robertson Stromberg in Saskatoon.
Up Next in CPD 266 - Mergers & Acquisitions Series
[E2] Tax Issues in M&A (CPD 266.2)
This episode will start with a basic overview of the tax consequences at an asset sale level and at a share sale level. It will continue with some detailed discussion about restrictive covenants, vendor financing, and earn outs – issues that might relate to both an asset sale and a share sale. Ne...
[E3] What to Do When Everything Start...
A business and acquisition deal has several “normal” stages. It might start with a letter of intent followed by some due diligence, drafting of documents, etc. This presentation does not review details of a “normal” deal. This episode reviews practical and ethical tips for when a business deal do...
[E4] Reps and Warranties in Purchase ...
Qualifies for 0.5 CPD Hours
Representations and warranties are a section of an agreement that will be subject to significant review, comment, and negotiation be...