While it is rare to have litigators involved in contract development, to have the initial investment receive a litigation perspective during the drafting phase is invaluable – especially considering how the impact and cost of future litigation may be minimized and even eliminated. Identifying the representations and warranties, preparing for purchase price adjustments and structuring contracts clearly will help avoid disputes in the post-acquisition phase of deals.
Please join Mayer Brown partners Brian Massengill, co-leader of the firm’s Professional Liability practice, Fred Reinke, leader of the firm’s US Insurance Litigation practice, and Phil Brandes, co-leader of the firm’s Corporate & Securities practice, as they discuss the disputes that often arise following acquisition activities.
Trends to be reviewed include:
- Disputes over purchase price adjustment provisions
- Disputes regarding earnout provisions
- Disputes over representations and warranties
- Use and enforcement of “sandbagging” provisions
- Avoiding disputes about post-acquisition relationships (with attorneys, accountants and tax authorities)
- Increased availability of Representation and Warranty Insurance