Event Overview

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We won’t be in Sibenik, Croatia for 2020 but we will be holding the M&A summer seminar virtually.

Join AIJA’s Corporate and M&A Commission for an online seminar looking at key considerations in M&A transactions, with a focus on topics such as structuring purchase prices and payment mechanisms, managing currency risks, and securing payments.

We will be hosting five webinars from Thursday 18 June to Friday 19 June to enable international lawyers to learn about the latest developments in M&A and build knowledge from the comfort of their desk:

  • Structuring your purchase price and payment mechanisms
  • Cryptocurrency transactions as purchase price payment and blockchain technology in the M&A process
  • ‘Give me my money back’ - Obstacles after termination of a signed/closed deal
  • Rolling the dice? Equity roll-overs uncovered
  • Cash is king and leverage is everything – Leveraged transactions

If you’re not able to join the virtual seminar on these dates – don’t worry – make sure you still register and watch these sessions later.

Practical information

The webinar is open to everyone.

AIJA members can register for free.

Please find the link to access the webinar in the confirmation email following your registration.

Sponsor

SUPPORTED BY:

 

 

 

AIJA Commissions involved
  • Corporate and M&A

Programme

12:30 - 13:15

Price is usually the most important element in any corporate sale or acquisition. This session will give an overview of the most common ways of structuring the purchase price on a share purchase including types of consideration (cash, share issue, loans notes), times of payment (completion, installments, deferred consideration) and methods used to calculate the final consideration payable (Fixed Purchase Price, Completion Accounts, Locked Box, etc).

Moderator
Rainer Kaspar, PHH Rechtsanwälte , Austria

Speakers
Roberta Draper, Kingsley Napley LLP, United Kingdom
Jakob Marcel, Schellenberg Wittmer, Switzerland
Gianluca Albe, A & A Studio Legale, Italy
Yuriy Nechayev, Avellum, Ukraine
14:00 - 14:45

Blockchain technology has multiple roles to play in the M&A process. Indeed, cryptocurrency can be used as a form of payment or may make up some of an acquired company’s assets. In addition, smart contracts using cryptocurrency may reduce inefficiencies in the transfer of funds or equity.

Panelists will discuss special considerations when paying with cryptocurrency—including how to navigate AML restrictions, tackle volatility, and make use of cold wallet, smart escrow, and other smart contract solutions—as well as the impact of varying cryptocurrency regulations on cross-border transactions. 

Moderator
James Blakemore

Speakers
Milena Prisco, CBA, Italy 
Michael Eitle, Blum&Grob, Switzerland
Thomas Kulnigg, Schoenherr Attorneys-at-Law, Austria
Dr. Timo Bernau, Partner, GSK Stockmann, Germany
Thomas Nägele, NÄGELE Attorneys at Law LLC, Lietchtenstein
16:30 - 17:15

Why do many large transactions fail to cross the finish line?  During this session, you will get a succinct overview on the range of reasons why deals are being cancelled. You will also have the keys to identify the core principles to attempt pursuing transactions on a more systematically manner. The panel will also present the latest input on termination rights and consequences thereto. Finally, the panel will give a synopsis on the typical mistakes made and key lessons from M&A transactions to avoid when facing these obstacles.

Moderator
Pablo Vinageras, Garrigues, Spain

Speakers
Alexandra Ologu, Monolit Legal & Tax, Romania
Harald Reitze, Rödl & Partner, Germany
Miklós Klenanc, PriceWaterhouseCoopers, Hungary

11:00 - 11:45

On the basis of a series of case studies, this panel will address the pros and cons of equity roll-overs in various scenarios (from a minority stake roll-over to a control stake), including from a financing and risk-allocation perspective. We will discuss transaction mechanics and corporate and other deliverables for closing in the cases we want to discuss as well as anti-dilution aspects and other shareholder rights to be considered.
The panel will also address whether requests for equity roll-overs have increased in the current COVID-19 crisis to mitigate the risk of gaps in due diligence and the solidity of the business.

Moderator:
Christian Sauer, BCLP, France
 
Speakers:
Andreas Müller, Homburger, Switzerland
Anna Kratiuk, SKS Legal, Poland
Vittoria Deregibus, Pedersoli, Italy
Marie Bates, Farrer & Co, United Kingdom
14:00 - 14:45

Is cash king? When is it used? Why bringing in debt? The webinar will, with the help of the participants, explore this infamous debate. One thing that is sure is leveraging your investment potentially leads to higher returns. Are there other alternatives to cash?
The session will provide practical and theoretical insight and help you understand what leveraging means in M&A deals and how it can and should be handled.
Further, it will cast light on current trends in financing and M&A deals – all seasoned with war stories and the experience drawn from the speakers' active involvement in numerous deals of the last decade – in both good and bad times.

Moderator
David Frølich, TGB Law, Denmark

Speakers
Bethan Waters, Farrer & Co, United Kingdom
Jeroen Mues, Van Olmen & Wynant, Belgium
Roman Graf, Lenz & Staehelin, Switzerland

Fees & General Info

There are currently no registration fees available.

General terms and conditions

By registering you have to accept the general terms and conditions and accept that your registration is considered binding immediately, but participation to the event is possible only after full payment of the registration fee.

Please note that any arrangements related to the participation of the participant in an AIJA event, including but not limited to booking or cancellation of accommodation or flights, as well as respecting the cancellation deadlines indicated in the general terms and conditions, are the sole responsibility of the participant. AIJA shall not be held liable for any expenses the participant may suffer as the result of participant’s failure to comply with his/her obligations.

It is recommended for each participant to purchase a cancellation and travel insurance.

Please note that in-house counsel registrations are subject to review and confirmation by AIJA. AIJA considers in-house counsel professionals who hold a university degree in law allowing access to a bar association and practicing law as an in-house counsel in private, public, or non-profit companies, institutions or organisations. Please note that in-house counsel who are at the same time active as fee-earning lawyers or consultants are not eligible to the discounted in-house counsel fee.

Please read the general terms and conditions applicable for AIJA events.

Scholarships

If you are a lawyer under 35 years old and meet the requirements, apply to our Scholarship Programme for this event. You can check more details here.

Personal Protection

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Your data will be managed by AIJA's General Services, Events and Accounts Section:

  • For the purpose of administering your registration for the event and your on-site access to the event;
  • In order to pay for the selected services - your bank details will be deleted after receipt of your payment;
  • In order to communicate information messages from AIJA.

To the extent necessary for the execution of their respective tasks, our subcontractors in charge of our seminar organisation, our IT infrastructure, our management, the production and maintenance of our website and extranet, are likely to gain access to your data from time to time. Their servers are located in the European Union.

Data relating to your participation in the event shall be stored for a period of 10 years. We are obliged to archive billing data until the end of the period required for our tax and accounting obligations, i.e. for 7 full tax years.

We shall store your contact information to keep you informed until you ask us to stop. You have the right to access your data and have it corrected if necessary.