Registration for this meeting is closed. For event information or registration issues, contact Eric Holleman at [email protected].
Free to FEI Dallas Chapter members, and non-members with financial or executive roles in the Private Equity sector.
War Stories: Part 1-A Deal Gone Wrong
November 21, 2019 | 4:00-6:30 p.m. | 1 CPE | Naturally Slim Office
Rob’s presentation will take the audience through a PE firm’s $82 MM acquisition of a business unit from a large publicly traded company – from execution and closing of the APA to the Delaware court’s order denying the seller’s motion to dismiss the 8-figure fraud claim. What makes this teaching moment particularly interesting is that due diligence appeared normal, quality of earnings and third-party industry assessments looked good, big law law firms represented both parties, and the APA and TSA were “market” in all key respects. Rob’s presentation discusses how terms that seller’s typical protective provisions – such as the non-reliance clause, limited seller representations, the merger clause, a robust exclusive remedies provision, and indemnity caps – failed to prevent or even slow down the lawsuit and permitted the buyer to access the seller’s stunning and culpable pre-acquisition emails, all of which led to a $60 million settlement (which had to be a shock to the seller’s M&A counsel).
Rob Hoffman, Partner, DLA Piper
Learning Objectives
Key lessons that the audience will learn from Rob’s presentation are as follows: (1) “fraud” claims can succeed when you would probably never expect them to, (2) a successful fraud claim can bypass virtually all of your other deal protections, and (3) expect any emails you send to be read in a court room.
REGISTRATION
Open to FEI Dallas Chapter members, and non-members with executive roles in the Private Equity sector.
Register by Tuesday, November 19, 2019.
SCHEDULE
4:00-5:00 p.m. Check-in and Networking
5:00-6:000 p.m. Program and Q&A | 1 CPE
6:00-6:30 p.m. Networking and Hors d’oeuvres
LOCATION
Naturally Slim Office
12712 Park Central Drive
Suite 300
Dallas, TX 75251
Parking: Naturally Slim is located in the Holmes Murphy building on the third floor. Please park in visitor parking and take the elevator to the 3rd Floor where the Naturally Slim office is located.
STRATEGIC INVESTORS
DLA Piper
Holmes Murphy
Weaver
CPE CREDIT
CPE credit is available online via FEI’s CPE Center to both FEI members and non-members. You will need to log in to the CPE Center using the same login credentials associated with your event registration. If you are not an FEI member and don't know your username or passcode, contact Jackie Dunn for assistance.
Financial Executives International is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.nasba.org.
For FEI CPE credits, one credit hour equals 50 minutes according to NASBA guidelines. Some state boards may differ on how many minutes constitute a credit hour. Contact your state board for more information.
CANCELLATION
To cancel a reservation, contact Nancy Ehlers at [email protected]. Forty-eight “business” hours notice is requested for cancellation. We recognize that plans can change at the last minute; however, as good stewards of our chapter finances we ask your help in controlling expenses due to last-minute cancellations and no‑shows.
CHAPTER CONTACT
Nancy Ehlers
FEI Dallas Chapter Event Support
[email protected] | www.feidallas.org