Registration has closed. Please email CLE@tnbar.org for assistance.

There are few business transactions that don’t somehow involve valuation principles. While most (if not all) business lawyers may not be a certified valuation expert, all need at least a fundamental understanding of valuation and how it can and should impact a business transaction. This year’s Business Law Forum examines the critical aspects of valuation rules and guidelines in the context of M&A deals. However, the sessions will be highly relevant to all business attorneys. The importance of valuation is evident in the considerable amount of litigation over what the “correct” value of a company is, and how such value was derived.

Forum faculty includes certified valuation experts, business law professors, M&A attorneys, investment bankers and venture capital firms focusing on early stage investments.

The first day will begin with a nuts and bolts overview of valuation methodologies. We then discuss day to day best practices regarding valuation advice and guidance by business counsel, including sample valuation/buy-sell provisions in business contracts such as shareholder agreements and operating agreements.  The first day concludes with a session covering recent Tennessee and Delaware caselaw regarding acceptable methods in valuing dissenter appraisal rights.  Day 2 begins with valuation of general partnership interests, including recent Tennessee caselaw.   We then address how valuation differs depending on the company’s stage in its life cycle.  We conclude the Forum with a session on professional responsibility/ethics issues prevalent when an attorney deals with valuation “experts”, including applicable Tennessee ethics rules, when a valuation may be warranted, the range of cost and types of valuation reports, and real-world examples of how these issues can play out in litigation.

PROGRAM SCHEDULE: DAY 1 (Thursday, May 20)

• 9 a.m. CT: “Basics of Valuation Methodologies” by Chris Rowe, Ralph Montgomery, Andrew Allred and moderated by Justin Joy
• 10 a.m. CT: “Business Lawyers and Valuation: Application of Valuation Concepts in a General Business Law Practice” by Nathan Harris and Drew Hill
• 11 a.m. CT: BREAK
• 11:15 a.m. CT: “Athlon and the Death of the Delaware Block Method” by Michael Collins, Paul Davidson, Glenn Perdue and moderated by Professor Joan Heminway

PROGRAM SCHEDULE: DAY 2 (Friday, May 21)

• 9 a.m. CT: “Valuing the General Partnership Share” by Matthew Lyon and Bob Parker
• 10 a.m. CT: “Valuation and the Life-Cycle of the Entity” by Al Bright, Rob Laird and Chase Perry
• 11 a.m. CT: BREAK
• 11:15 a.m. CT: “The Art & Science of Business Valuation: Competence and Other Professional Responsibility Issues” by Mike Costello and Brian Faughnan

REGISTRATION OPTIONS:

In an effort to provide flexibility for attendees, the TBA is offering various registration options:

• If you prefer to only attend Day 1, register here.
• If you prefer to only attend Day 2, register here.

FORMAT & HOW TO JOIN:

This virtual event will be live on Zoom. This program is intended for those who can watch it live. If you are unable to attend this live program, recordings of the sessions will be made available to purchase in the course catalog at a later date. Attendees will be able to ask questions through the chat feature. The email associated with your TBA CLE account will be the email that receives the link to join the Zoom Webinar. Since this is a live virtual program, it will begin promptly at 9 a.m. CT on both Thursday, May 20 and Friday, May 21. 

Please Note: You must register for this event prior to 7:30 a.m. CT on Thursday, May 20 to receive the link to join the Zoom Webinar. If you need help registering late, please email CLE@tnbar.org.  

SAVE MONEY: Use the prepaid CLE credits that come with your TBA Complete Membership.

• Not a TBA member? Join now to start saving. 
• Not a member of the Business Law section? Join here for additional savings and benefits.