Private Equity: Legal Perspectives & Documentation (Corporate Finance School)

2 days 24-25 Oct 2018, Dubai UAE £2,795.00 Download brochure Add to basket
2 days 13-14 Dec 2018, London United Kingdom £2,795.00 + VAT* Download brochure Add to basket

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Overview

A solid understanding of how law and finance work together in the private equity industry to ensure informed decision-making. Focusing on key legal steps and documentation with  sample agreements, the trainer will guide you through the common pitfalls and different contractual terms, stages of a private equity transaction from preliminary steps to exit, impact of due diligence including management, and the critical significance of warranties  for private equity and the important legal issues to consider when establishing and managing a private equity transaction.
 
This course will address the latest trends, developments and legal issues facing the private equity industry. If you would like to know more about the private equity industry from a legal perspective this is a course you must attend.

You will leave this practical 2-day Training course with a thorough understanding of:

  • The total deal process and preliminary matters
  • Legal risk management in private equity
  • Key steps in a comprehensive due diligence
  • Development of strategic business plan
  • A holistic acquisition and investment agreement

Methodology

The interactive and practical nature of this generic course is designed to help you to remember and use what you have learnt when you confront difficult situations in the future. You will examine your own values and compare them with colleagues from other cultures.

Who should attend this training course?

  • Private equity professionals
  • Venture capitalists
  • Investment bankers
  • Corporate financiers
  • M & A specialists
  • Lawyers

Instructors

We work with a series of expert instructors, please select the course location of interest to review the credentials of who will be delivering the programme.

London
Arun Singh

Arun Singh is an international lawyer and consultant to an international law firm. He was formerly a partner and Head of International Commercial Law at KPMG Legal globally. He is cited and ranked in Chambers Guide of the World’s Leading Lawyers. He specialises in international investment, joint ventures, licensing of technology, R&D, M&A, energy, outsourcing and corporate governance globally. He has worked with clients such as Standard Chartered, Bank of China, KPMG, Motorola and more.

He is a Visiting Professor in International Business, Leadership and Negotiations at Salford University Business School, Senior Associate of Oxford University’s Institute of Legal Practice, a Visiting Lecturer to Cambridge University and a Visiting Fellow to Leeds University Business School where he focuses on leadership, cross-cultural dynamics in international business and international trade and investment.

He is the non-executive director of an international investment fund listed on the London Stock Exchange and Chairs another international investment company where he approves and selects investments, their acquisitions, sales and their structures.

He was appointed an OBE by HM the Queen in January 1999 for services to international trade, investment and intercultural management.

Arun is an editor and contributor to a number of publications, in April 2010 his book on Business and Contract Law was published by Thorogood.

Dubai
Arun Singh

Arun Singh is an international lawyer and consultant to an international law firm. He was formerly a partner and Head of International Commercial Law at KPMG Legal globally. He is cited and ranked in Chambers Guide of the World’s Leading Lawyers. He specialises in international investment, joint ventures, licensing of technology, R&D, M&A, energy, outsourcing and corporate governance globally. He has worked with clients such as Standard Chartered, Bank of China, KPMG, Motorola and more.

He is a Visiting Professor in International Business, Leadership and Negotiations at Salford University Business School, Senior Associate of Oxford University’s Institute of Legal Practice, a Visiting Lecturer to Cambridge University and a Visiting Fellow to Leeds University Business School where he focuses on leadership, cross-cultural dynamics in international business and international trade and investment.

He is the non-executive director of an international investment fund listed on the London Stock Exchange and Chairs another international investment company where he approves and selects investments, their acquisitions, sales and their structures.

He was appointed an OBE by HM the Queen in January 1999 for services to international trade, investment and intercultural management.

Arun is an editor and contributor to a number of publications, in April 2010 his book on Business and Contract Law was published by Thorogood.

Venue

Dubai

Dubai Hotel

This programme takes place on a non-residential basis at a central Dubai hotel. Non-residential course fees include training facilities, documentation, lunches and refreshments for the duration of the programme. Delegates are responsible for arranging their own accommodation, however, a list of convenient hotels (many at specially negotiated rates) is available upon registration.

Dubai has an incredible number of hotels. Courses held here are mainly held at the:

Nassima Royal Hotel
Plot 49 Sheikh Zayed Road, Trade Centre District Dubai, United Arab Emirates
http://nassimaroyalhotel.com

Nassima Royal Hotel is a modern, stylish, luxury hotel on Sheikh Zayed Road. Towering at 51 stories, the hotel offers stunning views over Dubai and its iconic landmarks.

The hotel offers a number of restaurants serving a variety of world cuisines alongside its bars and nightclub. If you are looking for more relaxing ways to unwind, the hotels expansive outdoor pool area offers a view out to Jumeirah beach, and entertainment for the smaller members of the family can be found at the kids club.

Alongside the beautifully appointed rooms and suites, Nassima Royal Hotel also offers extensive meeting facilities.

With our central location in downtown Dubai, and close proximity to the Dubai International Convention and Exhibition Centre, you couldn’t ask for more from a luxury hotel on Sheikh Zayed Road.
 

London

Hotel in Central London

All  courses are held at four or five star venues in Central London, Zone 1. We strive to provide you with a training environment of the highest quality, to ensure that the whole learning experience exceeds your expectations.

Your training venue will be confirmed by one of our course administrators approximately 3-4 weeks before the course start date. If you need help booking accommodation for your visit to our training courses, please contact accommodation@euromoneylearningsolutions.com and one of our partners will help you get the best rate possible.

Related Courses

Inhouse


 

Do you have five or more people interested in attending this course? Do you want to tailor it to meet your company's exact requirements? If you'd like to do either of these, we can bring this course to your company's office. You could even save up to 50% on the cost of sending delegates to a public course.

To find out more about running this course in-house:





Our Tailored Learning Offering

If you want to run this course at a location convenient to you or if you want a completely customised learning solution, we can help.

We produce learning solutions that are completely unique to your business. We'll guide you through the whole process, from the initial consultancy to evaluating the success of the full learning experience. Our learning specialists ensure you get the maximum return on your training investment.

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We can offer any of our public courses delivered at your office or we can devise completely tailored solutions:


Read more about our offering or complete a call back request to speak to a learning specialist.

 

Agenda

Agendas are localised, please select your preferred location.

Day 1

What is Private Equity?

  • Fund structures
  • When is private equity used
  • The parties
  • Internal rate of return
  • Provider’s ancillary issues
  • Debt funders requirements
  • Management requirements

The Deal Process and Preliminary Matters

  • Overview
  • Engaging advisers
  • Engagement letters
  • Limitations of liability
  • Proportionality
  • Heads of agreement
  • Confidentiality

Principal Documents and Business Plan

  • Background
  • Contractual structure
  • MBO – principal documents
  • Acquisition - key documents
  • Debt v Equity
  • Loan v Debt
  • Business plan

Managing the Transaction

  • Preparation
  • Offer
  • Transaction management
  • International transactions
  • Completion

Due Diligence

  • Types of Due Diligence
  • Lawyer’s role
  • Process
  • Relevance to warranty claims
  • Accountants Due Diligence
  • Legal Due Diligence
  • Due Diligence Report

Valuation for Non-Financial People

  • Process
  • Discounted cash flow
  • Return on investment
  • Price earnings ratio
  • Similar transactions
  • Net asset value

Management Due Diligence

  • Managing expectations
  • Best practice
  • Deal structures
  • Intelligence gathering
  • Searches
  • References
  • Profiling management teams and chairperson
  • Evaluations

Day 2

Acquisition Agreement

  • Parties
  • Price
  • Risk allocation
  • Conditionality
  • Consequences of conditionality

Investment Agreement - Part One

  • Conditions
  • Mechanics of investment
  • Warranties
  • Investor controls
  • Issues raised by management

Investment Agreement - Part Two

  • Corporate governance
  • Minority protection
  • Syndication
  • Exit

Articles of Association

  • Share structure and core share rights
  • Voting
  • Dividends
  • Return of capital and allocation of share proceeds
  • Ratchet
  • Share transfers
  • Directors
  • Quorum
  • Class rights

Warranties

  • Warranties, guarantees and indemnities
  • Limitations
  • Knowledge and awareness
  • Disclosure letter

Exits

  • Exit planning
  • Due diligence
  • Share sale
  • Warranties and covenants
  • Completion accounts and locked box mechanisms
  • Restrictive covenants
  • Confidentiality
  • IPO’s

Takeaway: Checklists and Sample documents

Day 1

What is Private Equity?

  • Fund structures
  • When is private equity used
  • The parties
  • Internal rate of return
  • Provider’s ancillary issues
  • Debt funders requirements
  • Management requirements

The Deal Process and Preliminary Matters

  • Overview
  • Engaging advisers
  • Engagement letters
  • Limitations of liability
  • Proportionality
  • Heads of agreement
  • Confidentiality

Principal Documents and Business Plan

  • Background
  • Contractual structure
  • MBO – principal documents
  • Acquisition - key documents
  • Debt v Equity
  • Loan v Debt
  • Business plan

Managing the Transaction

  • Preparation
  • Offer
  • Transaction management
  • International transactions
  • Completion

Due Diligence

  • Types of Due Diligence
  • Lawyer’s role
  • Process
  • Relevance to warranty claims
  • Accountants Due Diligence
  • Legal Due Diligence
  • Due Diligence Report

Valuation for Non-Financial People

  • Process
  • Discounted cash flow
  • Return on investment
  • Price earnings ratio
  • Similar transactions
  • Net asset value

Management Due Diligence

  • Managing expectations
  • Best practice
  • Deal structures
  • Intelligence gathering
  • Searches
  • References
  • Profiling management teams and chairperson
  • Evaluations

Day 2

Acquisition Agreement

  • Parties
  • Price
  • Risk allocation
  • Conditionality
  • Consequences of conditionality

Investment Agreement - Part One

  • Conditions
  • Mechanics of investment
  • Warranties
  • Investor controls
  • Issues raised by management

Investment Agreement - Part Two

  • Corporate governance
  • Minority protection
  • Syndication
  • Exit

Articles of Association

  • Share structure and core share rights
  • Voting
  • Dividends
  • Return of capital and allocation of share proceeds
  • Ratchet
  • Share transfers
  • Directors
  • Quorum
  • Class rights

Warranties

  • Warranties, guarantees and indemnities
  • Limitations
  • Knowledge and awareness
  • Disclosure letter

Exits

  • Exit planning
  • Due diligence
  • Share sale
  • Warranties and covenants
  • Completion accounts and locked box mechanisms
  • Restrictive covenants
  • Confidentiality
  • IPO’s

Takeaway: Checklists and Sample documents

Why us


We have a combined experience of over 60 years providing learning solutions to the world’s major organisations and are privileged to have contributed to their success. We view our clients as partners and focus on understanding the needs of each organisation we work with to tailor learning solutions to specific requirements.

We are proud of our record of customer satisfaction. Here is why you should choose us to help you achieve your goals and accelerate your career:

  • Quality – our clients consistently rate our performance ‘excellent’ or ‘outstanding’. Our average overall score awarded to us by our clients is nine out of ten.
  • Track record – we have delivered training solutions for 95% of worlds’ top 100 banks and have trained over 250,000 professionals.
  • Knowledge – our 150 strong team of industry specialist trainers are world leading financial leaders and commentators, ensuring our knowledge base is second to none.
  • Reliability – if we promise it, we deliver it. We have delivered over 20,000 events both in person and online, using simultaneous translation to delegates from over 180 countries.
  • Recognition – we are accredited by the British Accreditation Council and the CPD Certification Service. In an independent review by Feefo we scored 96% on service and 95% on product