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Leveraged Acquisitions

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Leveraged Acquisitions
American Lawyer
2d yr full time possible exam – 1-1.5 on last day

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Jan. 10, 2012

Why take this class? * Reason 1: Leveraged acquisitions (LAs) aren’t going away * Lots of decline in 2007, 08, 09 * 10, 11, 12 little better * M&A isn’t going anywhere * LA and PE isn’t going anywhere – may decrease, but doubtful * Over 1 tril. avail. * Big factor: big institutional investors (pension funds, CALPERs) * PE drives a ton of returns; outperforms public markets * Over half of UMI endowment is in lev. aqs. * David Swenson? * Growing internationally * Went US > Europe > global * Reason 2: LA is not a narrow area of the law * Applicable to most big law activity—just a lot going on at the same time * M&A * SR secured financing deal * GK represents these guys * Subordinated debt * This is half of what Cahill does * Equity shareholder deal * Management incentive deal * Executive ownership arrangement * Factors in employment law too * PE Fund Formation * We’ll look at * offering brochures * fund agreement * LP agreement for LA fund * Looks like RE dev. deal—the template actually comes from RE * LLP operating agreement * Mark up exercise

Random question answering this semester
Walk though syllabus
Expectations

What is private equity? * Includes a lot: LA, VC, turn-around, PIPE, others * LA high-return comes from financial engineering * VC high return comes from growth * Lutz: high-risk, high-return investing, in active business enterprises, that is privately negotiated and managed by others, where the investor takes an

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