Managing Risks and Liabilities in M&A with Tina Kassangana
Managing Risks and Liabilities in M&A with Tina Kassangana  
Podcast: M&A Science
Published On: Thu Apr 24 2025
Description: Tina Kassangana, Corporate & M&A Lawyer, Associate at Moritt Hock & Hamroff LLP Tina Kassangana joins usto explore how legal counsel manages risk throughout the M&A lifecycle. With firsthand insight from a practicing M&A attorney, this conversation dives into the real-world complexities of diligence, purchase agreement structuring, reps and warranties, and navigating disputes post-close. Whether you're a first-time buyer or a seasoned dealmaker, Tina offers sharp, practical guidance that demystifies the legal side of dealmaking. Things you will learn: The three main stages where legal risks arise in M&A—and how to mitigate them Why reps and warranties clauses and disclosure schedules are critical How to align buyer-seller expectations in earnouts and seller financing Legal strategies to prevent conflicts in multi-agreement deals Bookmarks Intro and Tina's Background – [00:01:00] Early M&A Risk Identification – [00:05:00] Buy-Side LOI and Risk Management Roleplay – [00:06:30] Earnouts vs. Seller Financing and Structuring Strategy – [00:08:00] Escrow, Reps and Warranties Insurance Deep Dive – [00:11:00] Asset vs. Stock Deals and Contract Transfer Issues – [00:13:00] Post-Close Risk & Working Capital Disputes – [00:25:30] Disclosure Schedules and Rep Breaches – [00:28:30] Conflicting Terms in Multi-Agreement Deals – [00:35:00] Post-Close Litigation Triggers (Earnouts, Employment, Equity) – [00:38:00] Jurisdictional Conflicts and Governing Law – [00:39:00] How AI Is Changing Contract Analysis – [00:55:00]