Law 794: International Business Transactions: From Thought to Finish

How can a lawyer lead to drive an international business transaction to a successful conclusion? This hands-on interactive course will focus on this mission critical question.

We will work together to examine and discuss the stages of an international business transaction from the first bullet point list of key deal terms to the opening of the champagne at the closing of the transaction.

We will make extensive use of real-world international business transactions and hypothetical case studies. We will consider international deals involving such matters as energy, infrastructure, technology, real estate and manufacturing. We will examine the structuring, negotiating and drafting of international business transactions. We will discuss the roles of creativity, strategy, communications, teamwork, technology, diplomacy and human nature as factors in concluding international business transactions. Throughout this process the question of how to balance business risk and legal protections will be a central topic.

Drawing on the instructor’s decades of experience working on international business transactions both at major international law firms and as in-house counsel, the class will delve into cross-border deals involving such matters as Requests for Information, Requests for Proposals, Confidentiality Agreements, Due Diligence, Term Sheets, Letters of Intent, Privatizations, Asset Purchase Agreements, Share Purchase Agreements, Engineering Procurement and Construction Agreements, Strategic Alliances, Project Finance Agreements, Loan Agreements and License and Research & Development Agreements.

We will consider the roles of US and multilateral institutions such as the European Bank for Reconstruction and Development, the International Finance Corporation, the US Export-Import Bank, the World Bank’s Multilateral Investment Guaranty Agency and the US’ Development Finance Corporation. We will examine the Foreign Corrupt Practices Act and similar anti-bribery legislation.

All reading assignments will be available on Canvas. No textbook required.

Sequences and Prerequisites:  None. 

Evaluation:  Project and presentation (80%) and class attendance and participation (20%).