Navigating Asset Purchase Agreements: Key Provisions and Post-Closing Success

Michael Palermo | Palermo Law Firm

For over 30 years, Michael Palermo has practiced as a business lawyer. He started out working with various labor unions and pension funds around Chicago. From there he represented the construction design professional licensing boards for the State of Illinois.

After that, in private practice he has worked with companies of all sizes, from global chemical and surety companies to two-person bakeries, and anything in between. Now he focuses his practice on transactional commercial work for mid-sized businesses. He currently lives in Asheville, North Carolina.

Jaylyn N. Powell | Johnston, Allison & Hord

My versatile background allows me to approach problems from a unique angle and come up with creative solutions that will achieve the best outcome for my clients. This versatility accompanied with my transactional expertise will make me an advantageous asset in all aspects of your ever-changing corporate landscape. Additionally, my client focused approach will guarantee open lines of communication and that your goals are the center of my focus.

Jaylyn Powell is an experienced corporate attorney who focuses her practice on representing closely held businesses in matters regarding business transactions, mergers and acquisitions, and corporate governance. She partners with her clients using both her legal degree and MBA to help companies with purpose and vision realize their full potential. With her varied experience representing corporate clients, including providing legal counsel to companies that franchise their business, Jaylyn offers unique skills and expertise to her clients.

After graduating from Elon School of Law, Jaylyn began her career as a domestic violence and general family law trial attorney in the Greensboro, NC area. Upon graduating with her MBA, she then transitioned to practicing franchise law at a local Charlotte, NC firm where she negotiated, drafted and reviewed intricate contracts before joining the Corporate Practice Group at Johnston, Allison & Hord.

Session I – Drafting APA Provisions | 1:00pm – 3:10pm

• Understanding Key Provisions and Sample Language
• Risk Management
• Considerations for Different Deal Structures

Break | 2:00pm – 2:10pm

• Tax Considerations
• High-Risk Clauses
• Limitation of Liability
• Representations and Warranties

Break | 3:10pm – 3:20pm

Session II – Final Document Assembly, Closing, and Post-Closing Considerations | 3:20pm – 4:20pm

• Document Assembly
• Closing Steps
• Post-Closing Considerations
• Tailored Checklists