Program Details
2026-11-17 14:30:00
Over 1,000+ webinars
Course Overview
2026-11-17 14:30:00
2h CLE Credits
Intermediate
2
- 3:30 pm ESTThis session takes a transaction-level look at how private equity deal structures are built to serve sponsor strategy across the full investment cycle—from platform acquisitions and buy-and-build add-ons to minority and growth equity investments, to the sale of a portfolio company. Drawing on lower middle market deal practice, the session covers how sponsors structure and finance platform and add-on acquisitions, the governance and protective rights that matter in minority deals, rollover equity and management alignment, and how rep and warranty insurance, escrows, and earnouts allocate post-closing risk when a sponsor exits. Attorneys will learn where sponsor-side and strategic-side expectations diverge, how fund-level considerations shape deal terms, and what recent developments—including J&J v. Fortis—mean for drafting. Participants will leave with a practical framework for negotiating PE deal structures from the sponsor, management, and buyer perspective.
Zachary B. Singerman 3:40 pm - 4:40 pm ESTThis program will examine how recent Delaware earnout decisions and current private-target M&A deal data are shaping the drafting and negotiation of contingent consideration provisions. The discussion will begin with current market data on purchase price adjustments, earnout usage, earnout achievement, and post-closing claims activity. The program will then analyze three recent Fortis decisions — Johnson & Johnson v. Fortis Advisors, Fortis Advisors v. Krafton, and Fortis Advisors v. Stillfront — as practical case studies in efforts covenants, anti-interference protections, operational-control rights, information rights, fraud carveouts, and dispute-resolution mechanisms. The focus will be on practical drafting lessons for deal counsel representing buyers, sellers, and private equity sponsors in transactions involving earnouts or other post-closing value-adjustment mechanisms.
Patrick Reagin
Abigail GrisePatrick Reagin is a partner in Holland & Knight’s Atlanta office whose practice centers on post-closing M&A disputes. He represents both buyers and sellers in fights over earnouts, purchase price adjustments, representations and warranties, and indemnity, including litigation and trial in the Delaware courts. He also handles business tort, fraud, contract, fiduciary duty, restrictive covenant, trade secret, and antitrust disputes in U.S. courts and international arbitration, and he writes regularly on directors and officers liability and developments in the Delaware Court of Chancery.
Zachary B. Singerman is an associate in the Corporate practice of K&L Gates in Charlotte, where his work concentrates on mergers and acquisitions, private equity transactions, and corporate law matters for clients across a range of industries and sectors.
Abigail Grise is a litigation associate in Holland & Knight’s Charlotte office, where she handles complex commercial and business litigation in state and federal courts. Her practice also includes white collar criminal defense, U.S. Securities and Exchange Commission investigations and enforcement actions, internal investigations, and insurance coverage matters.
Patrick Reagin is a partner in Holland & Knight’s Atlanta office whose practice centers on post-closing M&A disputes. He represents both buyers and sellers in fights over earnouts, purchase price adjustments, representations and warranties, and indemnity, including litigation and trial in the Delaware courts. He also handles business tort, fraud, contract, fiduciary duty, restrictive covenant, trade secret, and antitrust disputes in U.S. courts and international arbitration, and he writes regularly on directors and officers liability and developments in the Delaware Court of Chancery.
Zachary B. Singerman is an associate in the Corporate practice of K&L Gates in Charlotte, where his work concentrates on mergers and acquisitions, private equity transactions, and corporate law matters for clients across a range of industries and sectors.
Abigail Grise is a litigation associate in Holland & Knight’s Charlotte office, where she handles complex commercial and business litigation in state and federal courts. Her practice also includes white collar criminal defense, U.S. Securities and Exchange Commission investigations and enforcement actions, internal investigations, and insurance coverage matters.
Requirements
The Alabama State Bar MCLE Commission requires attorneys to complete 12 credits, including 1 ethics, by December 31 of each year. All credits must be reported by February 15 of the following year. A maximum of 12 credits, including 1 ethics credit, may be carried over for 1 year only.
Formats
