English M&A Negotiation Workshop
2016 English M&A Negotiation Workshop
Overview
We are pleased to announce that we will be offering the English M&A negotiation workshop again in 2016. The workshop is designed for Japanese legal professionals who want to:
- improve their knowledge of English language contracts generally;
- improve their knowledge of global M&A market practice;
- improve their English language negotiation skills; and
- improve their English language legal drafting abilities.
Instructor
Reid Monroe-Sheridan will lead the workshop.
Format
There will be two types of workshop sessions: informational sessions and negotiation sessions.
Each informational session will focus on a specific M&A topic such as representations and warranties, earn-outs, or covenants. The week following each informational session, there will be a negotiation session where the instructor and participants will engage in a series of negotiation and drafting exercises to reinforce and immediately apply the information from the previous session.
Workshop Materials
Real M&A Agreements
We will work from real M&A agreements filed with the Securities and Exchange Commission to make the learning experience as practical as possible.
Summary Handouts
You will receive a summary handout of each informational session for easy reference.
Drafting Exercises
Practical drafting exercises based on real M&A contracts will be used as the basis for each negotiation and drafting session.
Negotiation Videos
Select videos will be used to demonstrate negotiation techniques used by American lawyers and businesspeople.
Location
The workshop will be held in Toranomon at Monroe-Sheridan Foreign Law Office.
Schedule
The tentative workshop outline is as set forth below. Click here for a more detailed class schedule with summaries of each class.
The workshop will meet once per week and each session will be 60 minutes.
- Session #1: Introduction and overview of U.S.-style M&A definitive agreements
- Session #2: Informational session – M&A Definitions (Part 1)
- Session #3: Negotiation and drafting – M&A definitions (Part 1)
- Session #4: Informational session – M&A Definitions (Part 2) and working capital adjustments
- Session #5: Negotiation and drafting – M&A definitions (Part 2) and working capital adjustments
- Session #6: Informational session – Material Adverse Effect
- Session #7: Negotiation and drafting – Material Adverse Effect
- Session #8: Informational session – Representations and Warranties (Part 1)
- Session #9: Negotiation and drafting – Representations and Warranties (Part 1)
- Session #10: Informational session – Representations and Warranties (Part 2)
- Session #11: Negotiation and drafting – Representations and Warranties (Part 2)
- Session #12: Informational session – Representations and Warranties (Part 3)
- Session #13: Negotiation and drafting – Representations and Warranties (Part 3)
- Session #14: Informational session – Representations and Warranties (Part 4)
- Session #15: Negotiation and drafting – Representations and Warranties (Part 4)
- Session #16: Informational session – M&A Covenants (Part 1)
- Session #17: Negotiation and drafting – Covenants (Part 1)
- Session #18: Informational session – M&A Covenants (Part 2)
- Session #19: Negotiation and drafting – Covenants (Part 2)
- Session #20: Informational session – Closing Conditions
- Session #21: Negotiation and drafting – Closing Conditions
- Session #22: Informational session – Indemnity
- Session #23: Negotiation and drafting – Indemnity
- Session #24: Informational session – Earn-outs
- Session #25: Negotiation and drafting – Earn-outs
Please email info@rmsgb.com with any requests for information or enrollment.