2016 National Transactional LawMeet Topic:
In this year’s Transactional LawMeet,® teams will negotiate a “merger” of two emerging technology companies. SeaCatcher LLC was formed two years ago by Dr. Veena Advani, a university researcher, to commercialize a new greenhouse technology. SeaCatcher proposes to combine with a corporate subsidiary of a large industrial conglomerate formed to develop a new water desalination technology. The transaction will form a new entity that brings together the two companies’ complementary technologies and creates a business that offers a product with greater commercial potential than either company can currently offer alone. A group of venture investors have indicated an interest in financing the new entity if a successful combination can be completed.
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This year’s National Transactional LawMeet begins on February 26, 2016 at seven Regional LawMeets in the following regions (host school information can be found on our Travel Page):
- New England Region
- Mid-Atlantic Region
- Southeastern Region
- Chicago Region
- Midwestern Region
- Southwestern Region
- Western Region
The top team from each side of the negotiation at each Regional LawMeet will be invited to compete at the National LawMeet on Friday, April 1, 2016 at Sullivan & Cromwell LLC in New York.
Up to 84 teams will be invited to participate in the seven Regional LawMeets. For a list of teams that have committed to participate in the Regional LawMeets, please view the Participants Page. Generally, participating teams are selected by a faculty advisor. Faculty members who are interested in sponsoring a team should email us at firstname.lastname@example.org. If you are a student and would like to know who the faculty advisor is at your school or if you would like to field a team, please email us at email@example.com. From the 84 teams participating at the Regional LawMeets, fourteen (14) will advance to the National LawMeet.
Team Selection & Preparation: Open Online Course
In an effort to help prepare teams for the Regional LawMeets and provide a mechanism for schools to select their team members, we designed an online course called the Basics of Acquisition Agreements. The course includes four online modules. Each module includes video lectures and an online LawMeet. Each LawMeet asks students to analyze a client problem and respond to it via video. After responding to the posed problem, students review other student responses, give and get feedback, and ultimately unlock access to an expert’s answer. Some schools simply participate in the online course to prepare for the Regional LawMeet. Other schools use results from the course to determine their school’s team members for the LawMeet. See below on how to participate simply as a means to prepare for the LawMeet and as a means to select your team. The course is free and open to all. It opens on Monday, September 28 and ends on Sunday, November 29.
Who teaches the course? The LawMeets faculty for this course provided video lectures and expert responses. The faculty includes:
- Jay Finkelstein, DLA Piper partner and Adjunct Professor of Law at Stanford Law School and American University Washington College of Law
- Elazar Guttman, Kirkland & Ellis partner
- James Hutchinson, Goodwin Procter LLP partner
- Andrew Kaufman, Kirkland & Ellis counsel
- Karl Okamoto, Professor of Law at Drexel University School of Law and former Dechert and Kirkland & Ellis partner
- Charles Whitehead, Professor of Law at Cornell Law School and former senior counsel at various international financial institutions
What topics will the coures cover?
- The Why and How of Acquisitions– A discussion of the economic and strategic motivations for acquisitions and the role lawyers play. Overview of the steps for completing acquisition transactions.
- Anatomy of an Acquisition Agreement– An introduction to the provisions of an agreement and their interplay.
- Indemnification– An in-depth look at the primary “battleground” in the negotiation of an acquisition agreement.
- Due Diligence– Why it matters. How it works. Common issues.
If you are a student and would like to enroll in the course, follow these steps:
- Join the Basics of Acquisition Agreements Group on ApprenNet (on online platform built by the LawMeets Team)
- Create an ApprenNet account or Login if you have an account
- Select the green Join this Group button
- If applicable, identify your school
A panel of experts from transactional practice will evaluate each team’s success in achieving their client’s goals and the goals of the parties to the transaction. To determine the winning team, the LawMeet’s panel of experts at both the regional and national levels will evaluate which team most adeptly negotiates a draft of certain provisions of an asset purchase agreement. The negotiation will require the students to combine their lawyering skills, drafting, marking-up, and negotiating techniques with their knowledge of corporate and other facets of business law and business sense to develop innovative solutions to a legal problem.
The primary goal of the National Transactional LawMeet is to provide each participant a meaningful and engaging simulation of transactional practice. At both the National and Regional LawMeets, the Transactional LawMeet involves three distinct phases.
- Students work in teams and prepare a proposed draft agreement.
- Each team writes mark-ups to draft agreements prepared by the teams they will encounter during the two Regional Rounds.
- Opposing teams negotiate the contours of the deal. Each team will represent one of the two parties to the transaction.
At the National LawMeet, teams have the option of revising their original proposed draft agreement. Like at the Regional LawMeets, the teams will then mark-up opposing teams’ agreements and subsequently meet those teams during the first two rounds of the National LawMeet to negotiate the contours of the deal. Although the LawMeet’s specific agreement and transaction will vary from year to year, each LawMeet’s agreement will present essential challenges in transactional problem solving – the very type that corporate departments at law firms or in-house counsel at corporations tackle on a daily basis.
Phase I: Drafting On December 11, 2015, each participating team will be provided with 1) a statement of the context of the transaction; 2) facts specific to their client’s situation, including a video recording of a meeting with the client to discuss the proposed transaction; and 3) a precedent form of agreement. On January 29, 2016 each team will participate in a client conference call. Each team can ask their client two questions. Before or on February 5, 2015, each team will prepare a draft agreement.
Phase II: Mark-Up Shortly after February 5, 2016, each team will receive one opposing team’s draft agreement. Each team will then prepare a mark-up of the opposing team’s draft agreement. Like during the drafting stage, teams will have an opportunity to ask their client two questions during a conference call scheduled for February 12, 2015. Teams must submit their mark-up on or before February 19, 2016.
Phase III: Negotiations On Friday, February 26th, 2016, all teams will gather at their respective host law school for the Regional LawMeet. Each team will participate in two preliminary rounds, encountering the team whose draft agreement they previously marked-up and the team who marked up their draft agreement. Based on the teams’ performances during the preliminary rounds, two teams (one from each side of the table) will be selected to participate in the National LawMeet. A panel discussion will immediately follow the final round of the LawMeet. The final round panel, the teams and the audience will discuss the transaction, the draft term sheets and the team performances.
Phase I: Drafting Teams that advance to the National LawMeet have the option to revise their original proposed agreement. Revised agreements must be submitted on or before March 11, 2016. Teams choosing not to revise their agreements must still re-submit their original agreement by March 11, 2016. A client conference call with take place on March 4, 2016.
Phase II: Mark-Up Shortly after March 11, 2016, the final two (2) teams from each Regional LawMeet will each receive one opposing team’s draft agreement. Each team will then prepare a mark-up of the opposing team’s draft agreement. Teams will have an opportunity to ask their client questions during the client conference call on March 18, 2016. Teams must submit their two mark-ups on or before March 25, 2016.
Phase III: Negotiations On Friday, April 1, 2016, fourteen (14) teams will gather at the National LawMeet (location to be determined). Each team will participate in two preliminary rounds where it will encounter the team whose draft agreement it previously marked-up and the team who marked up its draft agreement.
Based on the teams’ performances during the preliminary rounds, four (4) teams will be selected to participate in one final round. Teams in the final round will compete for the 2016 National Transactional LawMeet Championship title.
A panel discussion will follow the final round of the LawMeet. The final round panel, the teams and the audience will discuss the transaction, the draft agreements and the team performances. The results of the LawMeet will be announced at the conclusion of the panel discussion.
Supplementing the National Championship title, additional awards will be presented at the conclusion of the panel discussion on Friday April 1, 2016.
Each team must pay a $500 non-refundable fee to secure their place at the Regional LawMeet. Regional finalists will be required to pay an additional $200 fee to participate in the National LawMeet. Teams must provide their own transportation and lodging for both the Regional LawMeet and the National LawMeet. The receptions as well as certain meals at both the Regional and National LawMeets will be provided. Details regarding hotel arrangements and local transportation can be found on the Travel Page. For further information, please reach us at firstname.lastname@example.org.
- 55% of schools that participated in past LawMeets awarded credit to their teams for their participation.
Of those schools that receive credit, 57% receive 1 credit, 36% receive 2 credits, and 7% receive 3 credits for their participation
- 94% of law schools that participated in past LawMeets covered team expenses.
98% of teams receive funding for registration
98% of teams receive funding for travel
92% of teams receive funding for accommodations
62% of teams receive funding for food