Issues to be discussed include:

• Closing conditions, include the “MAC out”
• Deal protections, include no-shops
• Fiduciary outs and break-up fee triggers
• Remedies, including specific performance, reverse termination fees, and related provisions
• Provisions unique to two-step tender offer deals

Luke Bergstrom, Partner, Latham & Watkins LLP, Menlo, Park, CA

Ed Deibert, Partner, Arnold & Porter LLP, San Francisco, CA

Keith A. Flaum, Partner, Weil, Gotshal & Manges LLP, Silicon Valley, CA

Diane Holt Frankle, Partner, Kaye Scholer LLP, Palo Alto, CA

Jim Griffin, Partner, Weil, Gotshal & Manges LLP, Silicon Valley, CA

Claudia Simon, Partner, Paul Hastings LLP, Los Angeles, CA

Hal J. Leibowitz (Moderator), Partner, WilmerHale, Boston, MA

States typically decide whether a program qualifies for MCLE credit in their jurisdiction 4-8 weeks after the program application is submitted. For many live events, credit approval is not received prior to the program.

ABA live webinars and teleconferences ordinarily receive CLE credit in AL, AK, AR, AZ, CA, CO, DE, FL, GA, GU, HI, IA, ID, IL, KY, LA, ME, MI, MN, MO, MT, NH, NM, NY, NC, ND, OK, OR, RI, SC, TN, TX, UT, VA, VI, VT, WA, WI, WV, and WY.

The ABA does not seek direct accreditation of live webinars and teleconferences in IN, KS, NE, NJ, OH, and PA.

The ABA will seek credit for this program in the states indicated on this page.   The ABA will seek 1.5 hours of general CLE credit in 60-minute-hour states and 1.8 hours of credit in 50-minute-hour states.  Credit hours granted are subject to approval from each state.  Click here to view a list of 60- and 50-minute-hour states.

Special rules apply to New York-licensed attorneys as follows:

New York: This non-transitional CLE program is approved for experienced NY attorneys in accordance with the requirements of the New York State CLE Board for 1.5 New York CLE credits. Newly admitted attorneys may not earn New York credit for this non-transitional CLE program.

All attorneys may click here to view additional MCLE information for your jurisdiction

Online:
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800.285.2221
Monday - Friday
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Event Code: cet3apc
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