Executive Speaker Series: M&A Deal Lifecycle Session #2

Date: Tuesday, November 19, 2019 Time: 4:00 PM - 7:30 PM Location: Pittsburgh, PA

We expanded on the discussion of Pre-Deal topics and the potential pitfalls to avoid in Part Two of our program.

Date: Tuesday, November 19, 2019
Time: 4:00 p.m. - 7:30 p.m. | Cocktails to Follow
Location: The Duquesne Club | 325 Sixth Avenue

Arrival, Registration & Networking: 4:00 p.m - 4:30 p.m
Program and Q&A: 4:30 p.m - 6:30 p.m
Reception: 6:30 p.m - 7:30 p.m

 
Our second session discussed the pre-deal planning issues and focused on a variety of topics including:

  • Process Considerations – From LOI to closing the deal there are many legal items to consider.  
    • What to do when you receive an unsolicited offer
    • Why corporate governance matters
    • Entering into Non-Disclosure Agreements
    • What information should be made available prior to due diligence
    • Exclusivity periods
  • Transaction Structuring for Tax Purposes
    • Asset deals v. Stock deals
    • Legal entity structure issues
    • How to assess and capture value regardless of the deal structure
  • Due diligence issues
    • From global issues to state sales tax, today’s “normal” deal may face issues not previously dealt with. 
    • Consideration of global issues including understanding potential problems under the Foreign Corrupt Practices Act, the Committee of Foreign Investment in the United States and general geopolitical assessments in many deals
    • Complex state and local tax matters since the Wayfair decision
    • Various SALT issues that can cause significant liabilities to be absorbed by buyers

Program Panelists:

  • Sara Britt, Director, Cohen & Company | State & Local Tax Services
  • Samantha Smudz, Senior Manager, Cohen & Company | Transaction Services
  • John Lash, Principal & Practice Leader, Control Risks
  • David Jaffe, Member, Metz Lewis, Brodman, Must, O’Keefe LLC
  • Jeff Kovacs, Partner, Cohen & Company | Audit & Attest Services (Moderator)

Please Save the Date for the remaining programs:

January 22, 2020, February 26, 2020, and March 24, 2020. 

Pittsburgh Penguins Giveaway

After each program, Cohen & Company will randomly select a guest to receive a pair of Penguins Tickets to a future game. Winner must be present.