Continuing Legal Education

TELESEMINAR: Drafting Buy/Sell Agreements in Business, Part 2 – A National Perspective

December 5, 2012
12:00 – 1:00 p.m.
1.00 MCLE hours


Buy/sell agreements are the principal means by which owners of a closely held business regularly value the company and provide a market for selling or exchanging interests in the company.  Without buy/sell agreements there is little opportunity for retiring partners, or the estates of those who are deceased or bankrupt, to sell their interests in the company.  There are a myriad of buy/sell alternatives involving the sale of interests among the owners, the owners and the company itself, or some blend of the two. The valuation methodology used for the buyout and funding sources are also essential for a successful buy/sell arrangement.  This program will provide you with a draftsman’s guide to the major components of a buy/sell agreement, discuss valuation and funding mechanisms, dispute resolution, and major tax issues. Part 2 of 2.


  • Funding buy/sell agreements – key-man insurance, loans, other funding sources
  • Special buy/sell issues involving S Corps and unincorporated entities
  • Drag-along and tag-along rights in buy/sell agreements
  • Major tax issues in buy/sell agreements
  • Common traps in planning and drafting agreements in closely held businesses and dispute resolution
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Program Speakers:
Patrick J. Linden
, Faegre Baker Daniels, LLP, Denver
Trygve Kjellsen, Faegre Baker Daniels, LLP, Denver


Patrick J. Linden is special counsel in the Denver office of Faegre Baker Daniels, LLP, where his practice focuses on corporate, securities and transactional law for clients ranging from start-ups and emerging growth clients to Fortune 500 companies. He has extensive experience with public and private mergers and acquisitions and routinely represents clients in their equity and debt financing activities. He also represents private equity and venture capital funds in their investment and M&A transactions.  Mr. Linden received his B.S./B.A., cum laude, from the University of Denver, M.S. in finance from the University of Denver, and his J.D. from the University of Denver College of Law.

Trygve Kjellsen is a partner in the Denver office of Faegre Baker Daniels, LLP, where his practice involves the full range of corporate and securities work, with an emphasis on mergers and acquisitions, strategic alliances and finance.  He also has extensive experience advising foreign clients on their private equity investments in US companies.  Before entering law practice, he worked in the financial services industry.  Mr. Kjellsen earned his B.S., cum laude, from Truman State University and his J.D. from Rutgers School of Law.