Topic outline

  • This course introduces current practice of legal structuring related to venture capital investments as well as mergers and acquisitions through lectures and real life cases that are solved in small groups and presented and discussed during seminar sessions.

    The objective of the course is to give the participants an understanding of the key legal issues of venture capital transactions and M&As such as analyzing term-sheets, formulating and drafting the representations and warranties, investment agreements, convertible loan agreements, merger agreements, purchase agreements and their derivatives.

    The maximum number of students is 20 due to the space constraints and small group work. The course is open for all students. However, priority is given to students majoring in Strategy and Venturing.

    For further information on prerequisite and enrolment for this course, please refer to the course brochure that can be found from the Materials section.

    This course consists of three sessions only:

    Session 1 (Mar 20)

    Introduction; Venture Capital Fund; Investment Process and Negotiations, Due Diligence; First Round Documents; R&W; Indemnities; Buy-Out Structures 

    Session 2 (Mar 27)

    Equity and Debt Instruments; Risk Management and Control; Definitive Agreements; Case example 

    Session 3 (Apr 3)

    Inorganic Transactions; Transaction Structures and Process; Definitive Agreements; Case example