October 20, 2016

Inside Business Law (October 2016)

This month’s “Inside Business Law” highlights the 21st National M&A Institute to be held November 3–4 in New Orleans, Louisiana, and provides summaries of the five most in-demand programs from the 2016 Business Law Section Annual Meeting.

National M&A Institute

The 21st National M&A Institute will be held November 3–4, at the Windsor Court Hotel in New Orleans, Louisiana.

Expert panelists include nationally known mergers & acquisitions attorneys from across the country who will discuss all facets of the acquisition process, including techniques used in structuring and negotiating M&A deals; the tax and securities law aspects of business acquisitions; and the methodologies utilized in valuing acquisition targets. The National M&A Institute (formerly Negotiating Business Acquisitions National Institute) examines both fundamental and cutting-edge issues, with sessions addressing:

  • Key business, financial, and legal terms of the acquisition agreement
  • Special issues in asset acquisitions
  • Tax considerations in M&A transactions
  • Acquisitions of public companies and related Delaware and securities law considerations
  • Investment bankers' perspectives on valuation techniques
  • The use of "earn-outs" and other purchase price formulations
  • Negotiating M&A-related confidentiality and exclusivity agreements and letters of intent
  • Ethical issues in M&A transactions


The 2016 Business Law Section Annual Meeting

More than 1,660 attendees joined the Business Law Section in Boston, Massachusetts, for the 2016 Section Annual Meeting. Those who would like to enjoy Annual Meeting programming can access the written materials and audio recordings from more than 85 Committee-sponsored CLE programs in the Program Materials Library now. Overviews of the five most in-demand CLE programs are presented below.

An Empirical Analysis of the CFPB’s Law Enforcement Track Record in Pursuing its Mission

This program contains an overview of the CFPB’s Law Enforcement Actions; the noteworthy findings of the CFPB’s Law Enforcement Accomplishments; and the challenges that the CFPB faces in the future. Presented by Consumer Financial Services.

Fair Warning on FinTech: A Look at the Top Legal Issues Impacting Alternative Lending Platforms

This program examines the top legal issues impacting alternative lending platforms across product lines. These issues include: i) fair access to online and products and services; ii) opportunities and challenges presented by use of data driven algorithms; and iii) emerging trends with respect to government oversight. Presented by Consumer Financial Services.

M&A Negotiating Nuggets - An Illustrative Negotiation of Key Provisions in the Acquisition of a Privately Held Company

A panel of nationally recognized M&A practitioners engage in an interactive “mock negotiation” to debate some of the contentious issues that arise in acquisitions of privately held companies by strategic buyers. The provisions addressed include “sandbagging” clauses, “MAE” carveouts, non-reliance clauses and fraud-based exceptions to indemnification limitations. Presented by Mergers and Acquisitions.

Arbitration: The CFPB’s Proposed Rule and Beyond

This program explores selected topics relating to the CFPB’s Arbitration Study, Proposed Rule, and the future of consumer financial services arbitration and class actions. Presented by Consumer Financial Services.

Class Actions After Spokeo

Panelists discuss how the U.S. Supreme Court’s Spokeo decision will impact class action litigation from both the plaintiff and defense point of view as well as the impact on compliance issues for financial services companies. Presented by Consumer Financial Services.

BLS Trivia Answers:

The correct answer is “B. 35%.” The results of the survey conducted by Harris Poll in connection with the 2015 American Household Credit Card Debt Study revealed that 35% of U.S. adults would be more embarrassed to tell others about credit card debt than any other type of debt.

James Wilson and Robert Morris, two of the 56 signatories of the Declaration of Independence, were both jailed for failure to pay their debts. James Wilson and Robert Morris were representatives of Pennsylvania to the Continental Congress and integral to the establishment of first private commercial bank in the United States—The President, Directors, and Company of the Bank of North America, also known as the Bank of North America.