shot window provides floating widgets of content types that
surface materials relevant to the selected topic .
After you drill down into a topic area and find a form to support your writing task, you can now edit the form right on the
web. Forms include editable fields to click, edit, and save to an
online work folder. When the form is complete, download it to
your desktop or print it. Note that forms and other documents
that your previously viewed have a binoculars icon next to the
title; a folder icon next to the document title indicates that it is
saved to an online folder.
I looked for information to start due diligence in a private
asset acquisition. I drilled into the Private Asset Acquisitions
topic and reviewed the practical guidance content type where
I came upon a sample due diligence request list from an “M&A
Practice Guide,” a Matthew Bender & Co. publication. Bingo.
The request list showed me examples of specific due diligence requests for information about various topics that
included: legal matters (organizational chart of legal subsidiaries, divisions, and joint ventures); capitalization (list of
each capital stock, list of holders of any options, etc.); financial statements; tax matters; regulatory matters; and real, personal, and intellectual property.
The forms content type gave me a leading case, Martin Marietta Materials Inc. v. Vulcan Materials Co., 2012 Del. Ch. Lexis
93 [A court may enjoin a hostile bid made in violation of a
confidentiality agreement.] When reviewing Martin Marietta,
I used Lexis Advance tools such as “copy text to clipboard” and
“save clip to folder,” which took text and preserved the citation, even the jump site, to memory and my online work folders. The document tools are available from the tools menu in
the top horizontal navigation and came into play when I highlighted text in the document and right-clicked. I also created
annotations in the document, highlighted parts of the document and saved the file to a folder and shared it with colleagues
to review.
After reviewing Martin Marietta, I Shepardized it and created an alert to receive updates to the Shepard’s report. The
alert form gave options to monitor the citation for “any change,”
“new negative analysis,” or custom settings that included negative and positive treatment in a Shepard’s Report. Then I set my
delivery options (daily, business daily, weekly, monthly), alert
duration by calendar dates, and delivery type (email or online).
Finally, I shared the alert with other users.
The Mergers and Acquisitions module has access to Market
Tracker, powered by Matterhorn. Market Tracker is designed
to locate and compare transactions across approximately 900
deal points such as consideration type, target industry, and
deal amount. The comparison tool views search results in an
Excel-like web page with analytical features to list, reorder,
and filter views.
Market Tracker aims to compete with other market tracking
tools for transactional lawyers such as Exemplify and the Practical Law Company’s What’s Market tool now owned by Thomson Reuters. With Market Tracker, you can apply granular filters to search results and hone in on deals by target and acquiring company, and negotiated terms and find market-tested
deal documents to use for a current client or project. Once
you find relevant deals, compare and analyze them online or
download them to your computer.
All LPA practice area modules are $140 per attorney per
month, including the new M&A and Securities modules. The
California jurisdictional module is $110 per attorney per
month and the Corporate Counsel module is $170 per [rele-vant] attorney per month.
NE W NAVIGATORS
New research tools since our last issue also include the LexisNexis MedMal Navigator and Wolters Kluwer Law & Business’
General Counsel Navigator.
The MedMal Navigator is an interactive online program
with six research tools to assess case value, analyze standards of care, analyze the law, research an expert witness,
research parties, and engage medical research. The program
is designed to ingest the facts of your case and brings together
medical and legal research, which is designed to help you learn
the medicine and vet cases.
The Navigator is organized around the most commonly
litigated medical malpractice topics from adult neurology to
emergency medicine to pediatrics. The medical research com-
ponent gives you access to a medical encyclopedia published
by Elsevier and the case value assessments includes the publi-
cation “Verdicts and Settlement Analyzer.”
General Counsel Navigator is designed for corporate coun-
sel and provides access to more than a dozen areas of investi-
gation to keep counsel informed about their corporate prac-
tice and help keep the corporation compliant within applica-
ble regulatory frameworks.
The GCN home page is organized by base topics, which
include computer & internet law, corporate governance, distribution & franchise, litigation, and privacy. There are add-ons
available for all topics but litigation. You can also add topical
areas such as antitrust, bankruptcy, and health care law. You
can also customize the base offering and include only those
topics relevant to your specific industry.
The home page links to primary law including federal and
state law and tools such as multistate surveys in advertising
law, corporate governance, and privacy and checklists. For
example, I easily selected a checklist of core Computer Fraud
M&A module includes Market Tracker to
help attorneys compare transactions.
and Abuse Act offenses and generated the results online. The
GCN toolkit also includes CCH training tools such PowerPoint
presentations for ADA compliance, sexual harassment prevention, and preventing violence in the workplace.
Included in the topical arrangement are “Quick Answers”
that provide fast access to answers to questions commonly
asked general counsel. For example, “Are financial statements
the only feature of the financial reporting system?” and “What
if a bylaw provision is inconsistent with a provision in the cer-
tificate of incorporation?”
GCN pricing is set by the number of attorneys in the law
department.
Attorney Sean Doherty is Law Technology News’ K4 technology editor. Email: sdoherty@alm.com.
