For trainees and junior lawyers · English law
M&A Foundations
A listed payments group buys a licensed crypto exchange in Ireland, from first call to completion. You are the junior on the deal.
How a private company is bought, taught through one deal and its sale agreement, clause by clause.
You will be able to:
- Explain how a private company is bought, from first talks to completion
- Read a share purchase agreement and say what each part does
- Explain what the buyer and the seller each want, and why
15 chapters with tests · a final exam · a certificate · about 8 hours in all · free in full
Chapters
Module 2
Before the Deal
- 04Structuring the Deal and the GroupFixing what is bought, and reshaping a group for sale19 min✓
- 05Preparing for a DealGetting a company ready to sell, the confidentiality agreement and exclusivity19 min✓
- 06Term Sheets and Heads of TermsWhat the deal outline fixes, and which parts bind15 min✓
- 07Due DiligenceHow the buyer checks the company, and what it does with problems18 min✓
Module 4
The SPA
- 10Anatomy of an SPAWhat each part of the sale agreement does, from parties to signatures19 min✓
- 11Warranties and DisclosureThe seller’s promises about the business, and what limits a claim19 min✓
- 12Indemnities and the Tax CovenantWhy known problems need an indemnity, and who pays old tax18 min✓
- 13Signing to CompletionThe conditions, their deadline, and the rules between signing and completion18 min✓
One case runs through every chapter: a payments group buys a crypto business from its investor owner. Read the full share purchase agreement →
Glossary: every term in plain English · Final exam: 40 questions, open book