Private Equity M&A Fundamentals: Core Deal Structures and How They Differ from Strategic M&A

This session explores the fundamental differences between private equity firms and strategic acquirers, examining how their distinct objectives shape deal dynamics and documentation. Participants will learn how exit planning influences acquisition documents, how operational changes drive value creation, and the critical role of control rights and minority investor protections in both buyouts and growth capital transactions.

This session dives into purchase price mechanics including working capital adjustments, net debt calculations, and cash-free/debt-free transaction structures. Attendees will examine drafting strategies for working capital and earnout provisions, understand the role of representations and warranties insurance in risk allocation, and learn from real dispute case studies how careful drafting prevents costly post-closing disagreements.