Fogel & Potamianos LLP has offices in Los Angeles, CA (Headquarters) and Austin, TX. Jerome Fogel and Constantine Potamianos are the leaders that run each office.
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The State of M&A – Dealmaking in the COVID Era
PANEL Q&A (The State of M&A – Dealmaking in the COVID Era)
- 00:20 – Panelist Intros
- 02:30 – State of bankruptcy activity and distressed transactions during COVID
- 10:55 – How has COVID affected M&A activity, deal flow, and capital structures?
- 17:15 – Real-life example of how COVID affected an M&A transaction and how the deal was restructured
- 21:15 – What ranges of earnouts are being used for businesses during COVID?
- 23:10 – What are the most important deal terms to consider and negotiate in the current environment?
- 27:00 – Material adverse change clauses, representations and warranties, and other protections in uncertain transactions
- 30:00 – Regulatory risk, PPP loans, cybersecurity, supply chains, and other areas receiving increased scrutiny from buyers
- 33:45 – How are purchase price, debt, government assistance, and financing affecting business valuations?
- 37:30 – Distressed M&A, Chapter 11 sales, and how buyers can protect themselves in troubled transactions
- 41:55 – Two of the most important terms of a deal: purchase price and indemnification
- 45:20 – Post-merger integration — how can sellers identify red flags from buyers and buyers identify red flags from sellers?
- 48:25 – If you’re starting new, what are the best expectations to set around funding — standard investment vs. rolling funding?
- 51:00 – How much capital should companies raise, and what are the risks of raising too little or becoming overleveraged?
- 54:15 – What are the warning signs that a company may be mismanaging its finances or moving toward distress?
M&A for the foreseeable future falls in three segments: 1) thriving companies – e.g. direct to consumer brands, healthcare, technology, and essential services; 2) strong companies who have enough cash to weather the storm; and 3) companies that will become distressed target.
In this webinar, we’ll cover:
- Current state of M&A Activity
- Bridging valuation and financing gaps
- Current deal structures
- Overview of the distressed deals and troubled transactions
- Current legal issues, including material adverse condition, post-closing covenants, PPP loan compliance, and use of rep & warranty insurance.
The webinar will feature these exciting experts:
David Kupetz, Partner of Sulmeyer Kupetz, an attorney who specializes in troubled transactions, crisis avoidance consultation, workouts, restructurings, reorganizations, bankruptcies, receiverships, and assignments for the benefits of creditors.
Channing Hamlet, Managing Director with Objective Capital Partners. He serves as an execution leader for the firm’s M&A and Valuation Practice and leads the firm’s Business Services Practice. He brings more than 25 years’ experience with investment banking and business valuation to his clients.
Constantine Potamianos, M&A Partner with Fogel & Potamianos LLP, whose experience includes buy and sell side mergers and acquisitions, including reverse mergers, domestic and foreign stock acquisitions, and domestic and foreign asset acquisitions.
The panel will be moderated by Jerome Fogel co-founder and Partner with Fogel & Potamianos LLP is known as a dealmaker and innovator in the legal community, representing successful entrepreneurs, corporations, and sports and entertainment stars.
Chambers and Partners, the renowned global authority on legal rankings, provides “one of the legal industry’s most prestigious rankings — and also the most notoriously difficult to crack.”
– The National Law Review
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