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During
the months of July/August,
you can register for Dealmaking: The Lawyer’s Role in
Buying & Selling Businesses for only $99 -
a savings of $60 off the regular tuition!
DEALMAKING: THE LAWYER'S ROLE IN BUYING & SELLING
BUSINESSES
Wednesday, November 17, 2004 - 9:00 AM to 1:30 PM
New Jersey Law Center, New Brunswick/S380a-10246 |
| Presented in cooperation with the NJSBA
Business Law Section |
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| Moderator: |
| PHILIP L. CHAPMAN, ESQ. |
| Lum, Drasco & Positan, LLC
(Roseland) |
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| Speakers include: |
| STEPHEN GOLDBERG |
| Managing Partner |
Sun Mergers & Acquisitions
(Hasbrouck Heights) |
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| BARRY FELDMAN, CPA |
| Sterling, Goffman & Feldman, LLC (West
Caldwell) |
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WHO SHOULD ATTEND:
• Business lawyers at all levels of experience
• Associates and new partners in medium to large law firms with growing
responsibility for corporate transactions
• General practitioners
• Young lawyers
• Accountants
• Business advisors and consultants
• Business owners |
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If you’ve ever been involved with the purchase or sale
of a business, you are aware that in order to do a complete job there are
many things you need to know that you won’t find in a letter of intent or
term sheet. It is important to understand the underlying motivations behind
why the seller wants to sell, why the buyer wants to buy, how they came to
agree on the purchase price and terms and conditions of payment. You also
need to be aware of what has taken place in the negotiation process prior to
the enlistment of your services. This unique program on “business lawyering”
will offer insight, practice tips and specific approaches you won’t find in
treatises and formbooks.
ENHANCE YOUR UNDERSTANDING OF
EVERYTHING YOU NEED TO KNOW TO COUNSEL YOUR CLIENTS WHO WANT TO BUY OR
SELL A BUSINESS, INCLUDING…
• Role of business intermediaries and the principal items in agreements
with business intermediaries
• Interfacing with your client’s business intermediary, accountant, and
any specialist attorneys (e.g.,
for labor and employment law, intellectual property)
• “Due diligence” areas for the lawyer
• When to use a letter of intent (LOI) or a memorandum of understanding
(MOU)
• Confidentiality agreements and practical ways to protect your client’s
confidential information
• Sensitive due diligence areas
• Buyer and Seller “Remorse” - causes, how to recognize it early, and
how it can be managed
• Professional fees
• Conflicts of interest issues
• Opening communications with the attorney on the other side - setting
the “tone”
• Who typically drafts the acquisition agreement and why
• Customizing the length and style of the agreement
• Principal reasons dictating the use of an asset purchase vs. stock
purchase agreement
• Preparation of schedules
• Necessity for third-party consents
• Closing the gap on the purchase price
• Post-sale non-competition agreements
• Notification required to be given to the New Jersey Division of
Taxation
…and more
FORMS! FORMS! FORMS!
You’ll take home a seminar handbook and CD-ROM that include forms of
agreements with business intermediaries, LOIs, confidentiality
agreements, a Stock Purchase Agreement, an Asset Purchase Agreement, a
Consulting Agreement, and miscellaneous special contract provisions.
Using these sample forms can help you more effectively represent your
clients and save you and your staff valuable hours of typing and
drafting time. |
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SEMINAR FEES
Tuition includes refreshments, seminar materials and CD-ROM.
CREDITS
• PA CLE: 4.0 substantive credits pending ($16 fee – separate check payable
to ICLE must be submitted at the end of the program)
• NY CLE: 5.0 professional practice credits
• CPE: 4 credits |
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Use one
ICLE SEASON TICKET as your full tuition
for this program.
Please mail your
request along with an original ticket to:
ICLE
One Constitution Square,
New Brunswick, NJ 08901-1520
For more information
about ICLE SEASON TICKETS
click here.
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DOOR REGISTRATIONS
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$169
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Can't Attend? |
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Audio Cassette
Tapes/Materials Item No. CP38004 |
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CD/Materials Item No.
CDP38004 |
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*NJSBA Member Price –
To qualify for this reduced price, you must provide your NJSBA Member# at
the time you place your order. If you place your order without providing
your NJSBA Member#, you will be charged the regular price.
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Corporate/Business Law
Seminars |
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New
Jersey Institute for Continuing Legal Education
One Constitution Square, New Brunswick, New Jersey 08901-1520
Phone: (732)214-8500 Fax: (732)249-0383 Email:
customerservice@njicle.com
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