From the valuation of the company to the drafting of the price clause
16 - 17 January 2009
New early bird for the prefential fee : 31.12.2009CAGR, OPAT, EBITDA … flee or understand – what is behind these mysterious acronyms? In domestic or cross-boarder acquisition deals, lawyers and other practitioners are necessarily faced, at some point of the acquisition process, with the need to get a better understanding of the objectives of both the purchaser and seller, to apprehend the price that they negotiated, and to transpose the pricing formula into the contract. The objective of this seminar is to bring together M&A lawyers and other players involved in this part of the transaction - financial directors, experts, auditors, company bankers – so that they can share their approach, the stakes and ways they deal with these issues. This will be followed by a detailed explanation, from a technical point of view, of the main financial benchmarks used for this type of transaction, hence enabling the lawyer to better apprehend these aspects when it comes to drafting a price clause. The main tax and legal problematic which one is most often faced with in terms of sales prices, and the contractual techniques linked to the drafting of a price clause, will be discussed. Finally the participants will have the opportunity to share the experience of an arbitrator in charge of interpreting a price clause.