Introduction

Deal-making strategies won't be successful without a good command over the term-sheet negotiation process and sound understanding of the structural elements of a deal. The outcome of any deal depends on negotiation, structuring and documentation skills of the parties involved.

VCCircle's upcoming workshop, Structuring and Documentation of PE/VC and M&A Deals, will enhance your deal-making skills that you can immediately put into practice. The course will provide an in-depth understanding of the technicalities involved in clear and well thought out term-sheet negotiation, proper deal structuring know-how to maximise returns and unambiguous deal documentation to avoid pitfalls

Benefits of attending
   •  Get the inside track and experienced know-how
   •  Learn key principles of effective negotiation
   •  Learn structural elements of a deal and know-how to maximise the return
   •  Avoid damaging and costly mistakes when drafting your agreements
   •  Develop creative, effective and bulletproof documents
   •  Understand how to translate the “deal” to paper while avoiding becoming a convict of forms

Target Audience:

  • Executives involved in PE/VC and M&A Deals

  • Investment/Fund Managers

  • Private Equity & Venture Capitalist

  • Investment Bankers

  • Law Firms & Consultants

  • Corporate/General/In-house Counsel

  • VPs & Managers from Legal Department

  • Managing Directors & Senior Management

  • CFOs and Senior Finance Executives

  • Executives of M&A Team


Agenda

Negotiation of PE/VC and M&A Deals
   •  Planning and conducting agreement negotiation- Key principles of negotiation
   •  Interest-based bargaining - Understanding the needs of negotiating parties
   •  Risk Sharing - Determining the rights and obligation of parties
   •  Are PEs tough negotiators? How does one get the best from negotiating with a PE?
   •  How can PEs maximise the opportunity and get a good deal for themselves
   •  Common mistakes
   •  Pre and Post closing Cooperation

Legal Issues & Documentation
   •  Common legal issues (PE, VC and M&A)
   •  Enforceability & pitfalls
   •  Subscription agreements:
           - i  Conditions precedents
     - ii Representations and warranties
     - iii Due diligence and discovered liabilities
     - iv Indemnity
     - v  Limitation of Liability
     - vi Terms of issue of securities such as dividend, liquidation preference, terms of conversion etc.
   •  Shareholder Agreements:
     - i   Board rights
     - ii  Veto rights
     - iii Restrictions on transfer of securities - ROFO/ROFR/Tag/ Lock ins
     - iv  Exit rights - IPO, third party sale, put option, buyback, drag rights
   •  Things to do to achieve good contract
   •  Review of essential documents
   •  Q&A

PE/VC and M&A Deal Structuring
   •  Deal structuring framework
   •  Financial structure
   •  Due Diligence
   •  Valuation
   •  Risk assessment
   •  Debt financing
   •  Interim liquidity
   •  Eventual exit
   •  Case studies

Tax Structuring
   •  Structuring prior to actual investment
   •  Structuring during the term of investment
   •  Structuring the exit


Want to be part of it?

VCC Events opens up the avenues for participation. Join hands to be a part of India’s largest gathering of alternative investments leaders, industry stakeholders and Asia’s influential limited partners, general partners and marquee advisors. Your chance to actively participate and augment yourself as thought leaders.


Venue :

Mumbai

JW Marriott Hotel Mumbai Sahar
IA Project Road | Chhatrapati Shivaji International Airport | Andheri | Mumbai - 400099 | India


Do you have any queries?

Drop us a line and we will call you.