Advising Boards of Directors (Public and Private Equity) Under Siege (SC)

Information Introduction

Section 1, Fall 23

Schedule Information

Enrollment: 9/15
Credits: 1
Days Date Time Room


1800-2000 SL268


1800-2000 SL268


1800-2000 SL268


1800-2000 SL268


1800-2000 SL268


1800-2000 SL268

Course Description

What happens when a mismatch occurs between operational performance and the debt that has been incurred? When there is not enough "value" to go around (liabilities exceed assets and/or valuation) and boards and private equity firms still want to look out for shareholders? Throughout this course, we will explore how to advise boards of directors and private equity firms when their companies face these capital structure challenges. This is not "plain vanilla" material -- rather, it is a fascinating and distinct subset of possibilities available to boards. It also provides broadly applicable skills that can be used by lawyers and investment bankers in bankruptcy and/or distressed transactional settings. This course is a must for students seeking a career in corporate law, private equity transactions, and insolvency. Through interactive lectures and interesting case studies, students will learn how to: i) Identify key players and their roles and options in unexpected, special situations ii) Apply bankruptcy basics in and out of chapter 11 iii) Harmonize the disparate agendas of multiple constituencies iv) Creatively resolve complex situations with multiple creditor constituencies, liquidity issues, and fiduciary obligations to multiple parties. Students will also learn rudimentary, basic valuation skills. Topics covered will include tactics and strategies with regard to distressed M&A, financial restructurings, and story situations. Case studies will be used, and required reading is Owsley & Kaufman, Distressed Investment Banking: To The Abyss & Back, Beard Publications 2005; Owsley & Kaufman, Equity Holders Under Siege, Beard Publications, 2014.

Course Requirements

Exam Information

Final Type (if any): None

Written Work Product

A take-home, team exercise will be required in this course and each student will be responsible for uploading the project to EXPO by noon on Nov. 15th.

Other Course Details

Prerequisites: Bankruptcy (Law 8002 or Law 8007) helpful, but not required Concurrencies: None

Exclusive With: None

Laptops Allowed: Yes

First Day Attendance Required: No

Course Resources: To be announced.

Graduation Requirements

Satisfies Understanding Bias/Racism/Cross-Cultural Competency requirement: No

Satisfies Writing Requirement: No

Credits For Prof. Skills Requirement: No

Satisfies Professional Ethics: No

Additional Course Information

Schedule No.: 123819775

Modified Type: Lecture

Cross Listed: No

Concentrations: Business Organization and Finance , Commercial Law

Evaluation Portal Via LawWeb Opens: Thursday, October 26, 12:01 AM

Evaluation Portal Via LawWeb Closes: Friday, November 03, 11:59 PM

Information reflected on this page was last refreshed at: Tuesday, February 27, 2024 - 7:03 AM *

*During open enrollment periods, live enrollment data may be found in SIS.