A Guide to Structuring and Executing Spin-off Transactions

(947 Ratings)

Produced on: February 17, 2016

Course Format On Demand Audio

Taught by


Course Description

Time 61 minutes
Difficulty Beginner

An increasing proportion of M&A transactions take the form of spin-offs. The process of undergoing a spin-off is complex and involves a myriad of financial, capital markets, business, legal and other considerations.


This program provides an in-depth perspective on: the factors that drive spin-offs; the advantages and disadvantages of spin-offs; unique spin-off structures; utilizing spin-offs to raise capital at the parent level or reduce parent debt; and general corporate and legal considerations in planning and executing a spin-off.


Learning Objectives:

I.     Recognize the differences between a spin-off versus third-party sales and other separation transactions

II.    Understand the advantages and disadvantages of spin-offs

III.   Distinguish different spin-off structures

IV.   Grasp how to raise capital or reduce indebtedness using spin-offs

V.    Identify general corporate issues related to spin-offs

VI.   Recognize unique transaction agreements and legal issues related to spin-offs




Joshua L. Eisenson

Sheppard, Mullin, Richter & Hampton LLP

Joshua Eisenson is an associate in the Corporate Practice Group in the firm's New York office.


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Christopher G. Froelich

Sheppard, Mullin, Richter & Hampton LLP

Chris Froelich is special counsel in the Corporate Practice Group in the firm's New York office.


Areas of Practice

Chris advises public and private companies and private equity funds in domestic and cross-border transactions, including mergers and acquisitions, private equity investments, joint ventures, divestitures and transactions involving distressed or bankrupt targets or sellers. His practice encompasses a broad range of industries, including financial services, energy, health care, manufacturing, real estate, shipping and communications. Chris's representative clients include The Blackstone Group, Goldman Sachs (Merchant Banking Division), The Carlyle Group, NACCO Industries, RadioShack, Areva SA, Chrysler, Hostess Brands, JPMorgan Chase, Reynolds American, Sanofi-Aventis and Wasserstein & Co.


John W.

Great presentation.

aaron g.

fairly simple, decent review, would have enjoyed more securities discussion, clearly knowledgeable speakers

ken b.

good one

Charlene A.

very interesting topic

Gabrielle B.

Excellent presentation mainly because the content was very rich.

michael g.

Good high-level course.

Kathryn S.


Josh N.

This is quite a sophisticated course and helps rounding out One's learning about acquisitions

Steven G.

interesting subject

Christina V.


Theodore Z.

Informative and interesting

Elizabeth F.

Good organization of this topic

Robert C.

Good program

William B.

Good presentation

Elizabeth Z.

Thank you.



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$ 59 Business, Corporate, & Securities Law In Stock


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