The University Larw MERGERS AND ACQUISITIONS LAW AND PRACTICE UNIT 7 Guide Private Equity Context The aim of this Unit is to provide an overview of the issues and structures involved when an acquisition is undertaken as part of a private equity investment. In this Unit the overview is provided in the context of one type of private equity investment known as a leveraged buyout involving the purchase of an established business using equity capital and a significant amount of debt finance. Although this is only one example of a number of transactional variations that are generically placed under the title of "private equity", the overall structure and concerns of a private equity fund explored in this Unit will apply to a variety of such transactions. In recent years private equity funds have been a major source of business funding with investors seeking out suitable companies or businesses that are good investment opportunities. Acquisition lawyers advising on such transactions need to have a good understanding of the particular concerns which may arise in connection with such transactions. Lawyers may also get involved in the associated work of setting up the debt and equity investment as well as providing for the ongoing management of the target required to ensure a successful realisation of the investment. Outcomes By the end of this Unit you should be able to: 1. Explain the basic structure of a private equity investment by way of a leveraged buyout and explain some common private equity terminology. 2. Identify the principal documentation involved in a leveraged buyout and outline the interaction between the various principal parties and documents. 3. Identify some common terms of an Investment Agreement for a leveraged buyout and the Articles of Association of the investment vehicle company. d0ffa48704807408d197050c728d51cf 231 @ The University of Law Limited
The University of Law Unit Workshop Tasks In this Unit Workshop you will: 1. Review the structure of private equity investments and identify the principal documentation required for a leveraged buyout. 2. Identify and explain the commercial rationale of some key provisions in an Investment Agreement for a leveraged buyout and the Articles of Association of the investment vehicle company which ultimately owns the target company. Preparation To prepare for this Unit Workshop you should: 1. Read Chapter 10 of your Acquisitions textbook. 2. View and complete the Tutorial entitled "Private Equity" and any accompanying noter-up. 3. Read the PL Practice Note: "Private equity buy-outs: overview" https://uk.practicallaw.thomsonreuters.com/6-518-0998 which you can access via the Practical Law website on Elite. Ensure you have logged into Practical Law before accessing this link. The link is available via the Library https://library.law.ac.uk/ 4. Review your notes on Limited Partnerships from your Business Law and Practice (knowledge) module. 5. Read the PL legal updates: "Private fund limited partnerships (PFLPs)" (resource ID: W-005-4274) which you can access via the Practical Law website on Elite. 6. Complete the Test and Feedback for Unit Workshop 7 (Preparation). 7. Complete Preparatory Tasks 1 and 2. Materials required for the