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Negotiation Skills 2 (SPA Case Study)

About this training

(1 customer review)

The workshop revolves around a detailed case-study, based on the sale of a family business in C&SEE to a private equity buyer.  It is based on a bespoke SPA which contains many of the key issues that arise in M&A deals in the region. Participants learn about how to prepare for negotiations, the key elements of negotiation and the structure of negotiations. Participants will be divided into two teams (buyer and seller) to do a real-life negotiation of the key points in the case study SPA, under the guidance of the facilitators.

1 hour 30 min 10 Chapters
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What You Will Learn?

Theory and psychology, practical steps

  • Learning about:
    • how to prepare for negotiations
    • key elements of negotiation
    • some practical tips
    • how to negotiate more effectively
    • the structure for successful negotiations

through a presentation on these themes

SPA issues addressed

The workshop will divide participants into two teams (buyer and seller) to negotiate the deal, focusing on these key points:

  • Limitations clause/schedule – key points
  • Regulatory conditions and ‘Hell or high water’
  • Break fees
  • Remedies
  • Basis of damages
  • Warranties/disclosure/awareness issues
  • Repetition of Warranties
  • Indemnities
  • Escrow
  • Termination rights
  • Break fees
  • Joint and several liability
  • Information warranty/compliance with laws warranty
  • Governing law and jurisdiction


Layer 2

  • Learning how to successfully negotiate in a structured way

Layer 3

  • Working through the most common sticking points in an SPA negotiation

Layer 4

  • Taking part in ‘real-life’ negotiations, with facilitators

Layer 5

  • Working under pressure in a safe environment

Layer 2

  • Live constructive feedback

Layer 2

  • Fun case-study and realistic scenarios

Who should attend?

  • Junior to mid-level lawyers, whether in-house, in private practice or as part of other professional services firms
  • Corporate finance professionals
  • M&A team members in corporates or Private Equity
  • The course is aimed at lawyers, business people and other professionals who want to learn how to prepare for and negotiate in an M&A context more effectively
  • You can choose whether you prefer to split the course into two half days, or do the course in one day, depending on the commitments of your team and preferences around staying online for a full day

Your references:


Hugh Owen. Lawyer and Trainer
Solicitor of England and Wales

C&SEE, Baltics, Ukraine

Hugh worked for more than 20 years at Allen & Overy, more than half of those as a partner.

Now, as a consultant through Go2Law, Hugh continues to advise on strategic, complex M&A in the wider Central European region.

He has wide and deep experience throughout Central Europe, from the Baltics to the Balkans.

He advises buy-side and sell-side, strategic and financial investors, on transactions in key sectors such as telecommunications, technology, media, financial services, energy and healthcare.

Hugh has been consistently ranked as one of the leading M&A lawyers in Central Europe by directories such as Chambers, Legal 500, IFLR.

John Nicholson BSc, ACA, CFQ, BFP
Chartered Accountant, Corporate Finance specialist and Business Finance Professional

Audit & Financial Advisory

Central Europe

John has worked 19 years for Deloitte half of those as a partner in Financial Advisory.

He is now an independent financial consultant providing independent advice to a range of financial matters.

John worked for 19 years with Deloitte in Central Europe, nine of these as a partner. He now works as an independent financial advisor – working for the public and private sectors on large infrastructure-based transactions. Whilst current focusing on transportation and transport infrastructure John’s career as an auditor, financial due diligence provider, transactions advisor and debt restructuring consultant has covered a wide range business sectors including energy, infrastructure, banking, manufacturing, telecom, construction, and insurance. He loves to share his experience and provides training that he believes adds the most value to participants.