Conference programme

As the visionary leader spearheading the ambitious reinvention of Carrefour, one of the world's largest retailers with operations spanning over 30 countries, Alexandre Bompard offers a unique perspective on navigating disruption, digital transformation and the evolving global landscape. In this fireside chat, Bompard will share his strategic insights. Don't miss this rare chance to gain an inside look at the bold vision propelling one of the world's retail giants into the future.

The only constant in life is change, and European mergers and acquisitions (M&A) is no exception. Join this panel of eminent practitioners to discuss evolving trends and market dynamics in European private M&A, and the resulting impact on legal practice, including:

• public to private transactions
• bridging the gap between buyer and purchaser expectations (including price, exit structure and seller reinvestments)
• top issues in sale and purchase agreement (SPA) negotiation around regulatory condition precedents (CPs)
• increase and emerging issues with warranty and indemnity (W&I) and contingent risk policies

As PE in Europe continues to mature, the structuring and negotiation of management packages have become increasingly critical references in M&A transactions, whether in a pure PE acquisition, or for an industrial wishing to be competitive in an auction against PE funds or simply seeking to retain a team already jaded by prior exits. Deal lawyers must navigate a complex landscape of economic and tax considerations, along with market practice to craft agreements that align the interests of management and buyer. This panel will explore the key topics every deal lawyer should be proficient in to effectively negotiate management packages, highlighting both current best practices and emerging issues.

This session will explore critical considerations for determining the governing law in cross-border transactions, including the impact on the enforceability of agreements. Panellists will provide insights into the negotiation of choice of law clauses (and related questions regarding conflict resolution) and the benefits and risks for clients associated with these questions. In addition to sale and purchase agreements (SPAs), this panel will cover ancillary agreements as well as shareholder agreements; including in relation to documents for which the law is determined by the jurisdiction of incorporation, such as a corporation’s constitutive documents.

Pricing mechanisms are among the most heavily negotiated provisions in mergers and acquisitions (M&A) transactions, often including significant involvement by various non-lawyers, including clients, financial advisors and accountants. Understanding the nuances of different price provisions and their implications is essential for deal lawyers. This panel will focus on the intricacies of negotiating price provisions, offering a comprehensive look at the strategies and considerations involved – including a discussion of key concepts (including locked boxes versus price adjustments), finding value in unexpected terms and a mock negotiation.

This session will feature a live, head-to-head competition between highly experienced lawyers and an advanced artificial intelligence (AI) law product, tackling real-world legal tasks and challenges. Through this unique contest, we will explore the capabilities and limitations of one of the foremost AI legal products, examining how AI tools are reshaping the landscape of legal practice. Sample case: Key issues (sorted by relevance) of a term sheet mark-up for a shareholder agreement with a minority investment in a private company.

Even unsigned deals can spark intense disputes if the discussions turn sour. This panel will explore various pre-signing dispute risks, including the sudden termination of discussions, pre-signing misrepresentations and issues arising in connection with deals subject to employee consultations. Attendees will leave with actionable insights into best practices for effectively managing the pre-signing process and minimising risks, even with the most litigious counterparty.