Please register for this recorded ATA Legal and NAFC webinar.
Though the representations and warranties are generally a component of the Mergers and Acquisitions Agreement, it merits greater discussion than the hour allotted for the 1/29/29 M&A 'Agreement' webinar. For many, the representations and warranties are the most important terms of the deal because it sets forth the parties' intent related to its obligations. This Part 5 shall explore the critical representations of the seller including but not limited to the seller's and buyer's authority to enter into the agreement, the completeness and accuracy pf the financial statements; the parties' compliance with applicable laws; and provide guidance on ascertaining the accuracy and completeness of the due diligence performed and reported. This webinar will also cover warranties pertinent to the continued operation of the business after the close of the transaction.
About the Presenters:
Eric A. Baker, Attorney-at-law, Frost Brown Todd LLC
Eric Baker is an attorney with the firm of Frost Brown Todd, LLC in its Indianapolis, Indiana office. Eric understands the regulatory, environmental and economic challenges facing companies today; he spent 18 years serving as general counsel in the transportation industry. As a former general counsel, Eric was involved in determining the strategic direction of companies, managing legal matters, reviewing and drafting employment policies and documents, and reviewing and drafting commercial contracts. His experience includes mergers and acquisitions, international and domestic commercial real estate, corporate compliance and governance, employment law, intellectual property, and international licensing and authorized representative agreements. Eric's focus as a member of FBT's Distribution, Logistics and Transportation industry team is on mergers and acquisitions, corporate transactions and general corporate matters. Eric also assists in defending clients in commercial litigation, employment issues, and personal injury matters and liability issue. Eris earned his J.D from Valparasio University School of Law and his B.A from Indiana University. He is licensed to practice in Indiana.
J. Daniel Cook, CPCU, CIC, ARM, AMIM, Principal & Practice Leader, TrueNorth Companies
Dan Cook is a principal and the Director of Risk Finance & National Practice Leader at TrueNorth Companies. His responsibilities include helping clients develop risk financing strategies related to reducing cost-of-risk on a long-term, sustainable basis that aligns with their operational objectives. Dan leads the national primary transportation practice in addition to heading large project teams; his passion stems from the 'innovate' and 'build' aspects of a business, procuring development of industry-leading processes, such as the 5C's of Risk FinancingTM approach. Over the past 20 years Dan has developed a Risk Based Due Diligence model that assigns additive or derivative value against EBIDTA. Dan leads the TrueNorth M&A Advisory Group facilitating transactions from both the buy and sale sides. Dan graduated from Ferris State University with a Bachelor of Science in Finance and Insurance.
Craig M. Decker, Founding Principal, CMD Advisory Group
Craig Decker is the Founding Principal at CMD Advisory, LLC, which specializes in the transportation industry. Previously, he served as Managing Director and Head of Investment Banking at Wolfe Capital Markets & Advisory with 20 years of experience providing advisory services to clients in the transportation sector. Craig's focus on transportation began at Credit Suisse as a member of the M&A Group, then ultimately becoming a coverage officer in the Transportation & Logistics Group. In his 20 year career, Craig has advised a wide range of clients from large cap companies to privately held family businesses spanning the Freight Transportation & Logistics and Energy Logistics sectors. Representative clients include Con-way Inc., Knight Transportation, Deutsche Post, APL Logistics, and Walter Industries among others.
National Accounting and Finance Council (NAFC) members are eligible for an hour of CPE credit for attending this webinar. For details on the CPE and membership, contact Jenny Wieroniey at email@example.com.
This is a "Group Internet Based" offering and no prerequisites are required. NAFC is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State Boards of accountancy have final authority on the acceptance of individual courses for CPE credit Complaints regarding registered sponsors may be addressed to the National Registry of CPE Sponsors, 150 Fourth Ave North #700, Nashville, TN 37219.
NOTICE: ATA webinars are strictly educational for our members, and are not press events. The information contained in this webinar is not intended for, nor should it be used in, the production, editing or creation of news or analysis pieces. Participants are also forbidden from using them as background for published materials, white papers or other communications. Therefore, the contents of this webinar are strictly embargoed and off the record.