S. Deals Workshop: Acquisition Finance

This Workshop is a practical introduction to the financing of an acquisition. It gives students firsthand experience of how such a deal unfolds in real life by tracking the steps from the initial discussion between lawyers and their clients through closing.

Classes track the typical timeline for the financing of a leveraged buyout and will cover the following topics:

· Structuring considerations;
· Key business issues;
· Term sheet discussions;
· Credit agreement fundamentals;
· Liability management exercises;
· Key acquisition terms;
· Intercreditor arrangements; and
· Closing mechanics.

Students will gain experience from several in-class negotiations of key terms in this type of financing. They will have an opportunity to participate in a live drafting exercise. They will become familiar with documents used in leveraged buyouts including a financing grid, credit agreement, and closing checklist.

In addition, they will learn how to approach business development, and they will also be able to explore the likely impact of Artificial Intelligence on the practice of law, and how they can adapt accordingly.

These tools aim to give students a meaningful advantage when they embark on their legal careers. They will be particularly helpful to those considering any kind of transactional practice, but they will also provide valuable transferable skills to those who choose other practice areas.

The lecturer has over three decades of large law firm practice experience, primarily as a partner, and has been admitted to the New York, English, and Singapore bars. The course will also include a guest speaker with extensive legal and investment expertise.

The final grade will be based on the following:

· Class attendance and participation including in-class discussions, a live drafting exercise, and mock negotiations (50%); and

· Written assignments and a short quiz (50%).

Contributions to mock negotiations, the live drafting exercise, and class discussions, are key to the final grade as this course aims to be interactive and experiential. Consistent attendance and pro-active value adding participation are essential to doing well. Given the complexities of acquisition finance, students are expected to review the materials in advance, and to be prepared to answer questions on the relevant concepts.