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Overview
Due Diligence and Financial Warning Signs
This practical course equips attorneys with the skills, tools, and knowledge to identify and mitigate risks when evaluating business purchase transactions. From uncovering hidden financial liabilities to spotting operational vulnerabilities and legal pitfalls, participants will learn to conduct effective due diligence and safeguard their clients against unfavorable deals. Steer clear of money pits - register today!
- Spot Red Flags Early: Learn how to identify financial inconsistencies, operational inefficiencies, and legal vulnerabilities before they become costly problems.
- Protect Client Interests: Gain strategies to negotiate stronger deal terms, including indemnities, warranties, and exit clauses.
- Enhance Due Diligence Skills: Master the art of evaluating contracts, financial statements, and regulatory compliance with confidence and precision.
- Avoid Costly Mistakes: Understand common pitfalls in business acquisitions and how to navigate them effectively.
- Boost Your Value as Counsel: Position yourself as an indispensable advisor by providing clients with actionable insights and risk mitigation strategies.
Abbreviated Agenda
- Spotting Operational Vulnerabilities and Analyzing Legal Risks
- Due Diligence Considerations
- Identifying and Mitigating Financial Risks
Credit Details
Credits Available
| Credit | Status | Total | Until |
|---|---|---|---|
| Alaska CLE |
|
3 Total | 07-23-2027 |
| Alabama CLE |
|
3 Total | 12-31-2025 |
| Arkansas CLE |
|
3 Total | 06-30-2026 |
| Arizona CLE |
|
3 Total | 07-23-2027 |
| California CLE |
|
3 Total | 07-23-2027 |
| Colorado CLE |
|
4 Total | 12-31-2027 |
| Connecticut CLE |
|
3 Total | 07-23-2027 |
| Delaware CLE |
|
3 Total | 07-23-2027 |
| Florida CLE |
|
3.5 Total | 01-31-2027 |
| Georgia CLE |
|
3 Total | 12-31-2025 |
| Hawaii CLE |
|
3 Total | 07-23-2027 |
| Iowa CLE |
|
3 Total | 07-23-2026 |
| Idaho CLE |
|
3 Total | 07-23-2030 |
| Illinois CLE |
|
3 Total | 07-22-2027 |
| Indiana CLE |
|
3 Total | 07-23-2026 |
| Kansas CLE |
|
3.5 Total | 07-22-2026 |
| Kentucky CLE |
|
3 Total | 06-30-2026 |
| Louisiana CLE |
|
3 Total | 07-23-2026 |
| Maine CLE |
|
3 Total | 07-22-2027 |
| Minnesota CLE |
|
3 Total | 07-23-2027 |
| Missouri CLE |
|
3.6 Total | 07-23-2027 |
| Northern Mariana Islands CLE |
|
3 Total | 07-23-2027 |
| Mississippi CLE |
|
3 Total | 07-31-2026 |
| Montana CLE |
|
3 Total | 07-23-2028 |
| North Carolina CLE |
|
3 Total | 02-28-2026 |
| North Dakota CLE |
|
3 Total | 07-23-2028 |
| Nebraska CLE |
|
3 Total | 07-23-2027 |
| New Hampshire CLE |
|
3 Total | 07-23-2028 |
| New Jersey CLE |
|
3.6 Total | 04-15-2026 |
| New Mexico CLE |
|
3 Total | 07-23-2027 |
| Nevada CLE |
|
3 Total | 07-23-2028 |
| New York CLE |
|
3.5 Total | 07-23-2028 |
| Ohio CLE |
|
3 Total | 12-31-2025 |
| Oklahoma CLE |
|
3.5 Total | 07-23-2027 |
| Oregon CLE |
|
3 Total | 07-23-2028 |
| Pennsylvania CLE |
|
3 Total | 07-23-2027 |
| Rhode Island CLE |
|
3.5 Total | 06-30-2026 |
| South Carolina CLE |
|
3 Total | 12-31-2025 |
| Tennessee CLE |
|
3 Total | 07-22-2027 |
| Texas CLE |
|
3 Total | 06-30-2026 |
| Utah CLE |
|
3 Total | 12-31-2025 |
| Vermont CLE |
|
3 Total | 07-23-2027 |
| Washington CLE |
|
3 Total | 07-22-2030 |
| Wisconsin CLE |
|
3.5 Total | 12-31-2026 |
| West Virginia CLE |
|
3.6 Total | 07-23-2027 |
| Wyoming CLE |
|
3 Total |
Select Jurisdiction
CLE
Agenda
-
Spotting Operational Vulnerabilities and Analyzing Legal Risks
- Key Employee Dependencies and Supply Chain Vulnerabilities
- Troubling Customer Metrics
- Regulatory and Compliance Risks
- Reviewing Active Contracts (Exclusivity, Penalties for Changes, etc.)
- IP Rights and Disputes, Pending or Unresolved Litigation
-
Due Diligence Considerations
- Obtaining Business Financial Records (What to Request)
- Analyzing Financial Statements (Accountants' Report, Balance Sheets, Income and Cash Flow Statements)
- Essential Metrics and Ratios (and Signs of Manipulation)
- Reviewing Past Tax Filings and Other Key Documents
- UCC Financing Statements
-
Identifying and Mitigating Financial Risks
- Tax Compliance Issues (Unusual Deductions, Errors, Past Liens, etc.)
- Warning Signs of Financial Misconduct
- Shifty Seller Behaviors: Rushing the Deal, Delayed Documentation, Avoiding Independent Verification, etc.
- Using Indemnities, Warranties, and Escrow to Manage Risk
- Structuring Deals With Contingent Payments or Earnouts
- Negotiating Effective Exit Clauses
Who Should Attend
This course is designed for attorneys. Accountants and paralegals will also benefit.
Speakers
Speaker bio
James R. Mozingo
is an attorney at Mozingo|Quarles PLLC. A fellow of the Mississippi Bar Foundation, he holds a B.A. degree in Politics from Washington & Lee University and was awarded his J.D. degree, with distinction, from Mississippi College School of Law, where he served as associate editor of the Mississippi College Law Review. For over 40 years Mr. Mozingo has focused his law practice on business and commercial matters, including business and commercial transactions of all kinds, and in the areas of business and commercial litigation, bankruptcy and debtor/creditor relations. He has handled a wide variety of transactions throughout Mississippi and in many other states and countries, including Arkansas, Florida, Illinois, Indiana, Kansas, Kentucky, Louisiana, Oklahoma, Tennessee, Texas, South Carolina, and Washington, as well as in Canada, Italy and Spain and with companies in the Far East. Mr. Mozingo served as a member of the Mississippi Board of Bar Admissions for over 21 years. While on the board, he examined in the fields of business organizations and bankruptcy. Mr. Mozingo is licensed to practice in all Mississippi courts, state and federal, and is a member of the bars of the 5th, 6th and 11th Circuit Courts of Appeal as well as the United States Supreme Court. He has appeared in state and federal courts throughout Mississippi and in Arkansas, Florida, Georgia, Louisiana, Tennessee and Texas, as well as handling significant commercial arbitration proceedings in St. Louis, Atlanta, Nashville and Knoxville.
Speaker bio
Lisa A. Sarver
is a partner in the corporate finance department at Kutak Rock LLP. With more than 20 years of experience, Ms. Sarver focuses her practice on the representation of public and private companies, and their boards of directors, in the areas of mergers and acquisitions, divestitures, recapitalizations, restructurings, financings and a wide range of corporate governance and other regulatory matters. She counsels board and independent committees on fiduciary duties, oversight of corporate transactions, the regulatory landscape and compliance with governance standards. She also has experience representing clients in private placements and other securities offerings. Ms. Sarver is active in the development of joint ventures, partnerships and strategic alliances, and a significant portion of her practice involves structuring and negotiating complex commercial agreements. She is admitted to practice in Nebraska. Ms. Sarver earned her B.A. degree, summa cum laude, from Creighton University; and her J.D. degree, summa cum laude, from Creighton University School of Law.
Speaker bio
Christopher J. Bonner
is special counsel with Barclay Damon, LLP, where he practices in the areas of corporate law, corporate and municipal securities, and banking regulation. His clients include large and small businesses, banks, startup enterprises, buyers and sellers of businesses, and securities investors. Mr. Bonner organizes corporations, LLCs and other alternative entities, and represents them on a continuing basis with various kinds of business contracts. He represents buyers and sellers of businesses, from the initial planning stage through to the final closing. Mr. Bonner is a member of the New York State Bar Association (Business Law and Tax Law sections) and American Bar Association (Business Law and Taxation sections). He earned his B.A. degree from Williams College, his J.D. degree from Harvard Law School and his LL.M. degree in taxation from New York University.
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