Mergers & Acquisitions

FTC Mergers Acquisitions Shareholders Hart-Scott-Rodino Act Compliance DOJ SEC FCPA Board of Directors Healthcare Hospitals EU Fiduciary Duty Shareholder Litigation China Antitrust Provisions Due Diligence The Clayton Act Hospital Mergers Popular Antitrust Litigation Threshhold Requirements Enforcement Actions Corporate Governance Ethics Private Equity Foreign Investment Merger Agreements Competition Corporate Counsel Business Judgment Rule Controlling Stockholders Patents Stocks Pharmaceutical Pre-Merger Filing Requirements Chief Compliance Officers Class Action Jurisdiction Successor Liability Oil & Gas Corporate Taxes Enforcement Minority Shareholders SCOTUS Divestiture Affordable Care Act Derivative Suit Disclosure Requirements Inversion Breach of Duty Physicians Broker-Dealer IRS Premerger Notifications Settlement Subsidiaries UK Foreign Corporations MOFCOM Securities Exchange Act Filing Fees Banks Canada FTC v. Phoebe Putney Health System IPO Target Company European Commission Joint Venture Sherman Act Dodd-Frank Forum Selection Clause Reporting Requirements Shareholder Activism Assignments Bylaws CFIUS Directors Investors Non-Compete Agreements Antitrust Investigations Delaware General Corporation Law Anti-Corruption Going-Private Transactions Notice Requirements State Action Doctrine Bribery Contract Drafting Corporate Sales Transactions Appraisal Attorney-Client Privilege Breach of Contract Brokers New Legislation Purchase Agreement Technology Appeals Fraud JOBS Act Negotiations Professional Liability Publicly-Traded Companies Shareholder Votes St. Luke's Cross-Border Cross-Border Transactions Cybersecurity FCPA Resource Guide Hedge Funds Indemnification Manufacturers No-Action Letters Registration Startups Stock Purchase Agreement U.S. Treasury Asset Purchaser FINRA Monopolization Revlon Standard Venture Capital Certificate of Need Commercial Bankruptcy Employer Liability Issues Financing Hostile Takeover Insider Trading Investigations Representations and Warranties Reverse Triangular Mergers Risk Assessment Tender Offers American Airlines Data Protection Disgorgement European Merger Control Regulation FLSA Medical Devices Motion to Dismiss Risk Management Arbitration Big Law Cartels Corporate Officers Covenant of Good Faith and Fair Dealing Facebook Federal Reserve Income Taxes Attorney's Fees Audits Business Assets Confidential Information Contract Interpretation Energy Executive Compensation Governmental Immunity Health Care Providers Licenses Life Sciences LLC National Security Proposed Amendments Proxy Statements Securities Shareholder Rights Valuation Waiting Periods Capital Markets Conflicts of Interest Governmental Liability Internal Controls MFW Restrictive Covenants Safe Harbors Size of Persons Test Statute of Limitations Summary Judgment US Airways Whistleblowers Anti-Monopoly Chapter 11 Corporate Culture Corruption Good Faith Medicare Multinationals Officers Purchase Price Russia Size of Transaction Test Standard of Review Aiding and Abetting Asia Bazaarvoice Inc Buyers C-Suite Executives Contract Negotiations Disclosure Energy Sector Healthcare Reform Injunctions Insurers Investment Canada Act Pharmaceutical Manufacturers Regulatory Standards Restructuring Sanctions Sarbanes-Oxley Succession Planning UK Bribery Act ACOs Australia Bad Faith Business Litigation Common Stock Earn-Outs Emerging Growth Companies Fines Google Government Entities Natural Gas Poison Pill Preferred Shares Private Equity Funds Say-on-Pay Securities Fraud Social Media Standstill Agreements Term Sheets Third-Party Trademarks Anti-Bribery Buyouts Change of Ownership Choice of Entity Civil Monetary Penalty Comcast Crowdfunding D&O Insurance Economic Development Exclusive Forum FCC FDIC Foreign Official Funding Gun-Jumping Hong Kong Insolvency Internal Investigations International Tax Issues Legislative Agendas Liability Liquidation Nasdaq Non-Profits NYSE Penalties Pfizer Price-Fixing Proposed Regulation Sellers Software Telecommunications Alstom Anti-Competitive AstraZeneca Auction Banking Sector Berkshire Hathaway Big Data Bonds Books & Records Business Development Business Valuations CFTC Change in Control Damages Derivatives Employee Benefits EUMR Fairness Hearings Federal Contractors Filing Requirements Financial Regulatory Reform Foreign Subsidiaries Forum Freeze-Out Mergers General Solicitation Global Economy Health Insurance Healthcare Providers Hiring & Firing Insurance Companies Investment Adviser Limited Partnerships NLRB Partnerships Preliminary Injunctions Privately Held Corporations Proposed Legislation Sale of Assets Sales Silicon Valley Small Business Standing State-Owned Enterprises Stock Sale Agreements Stock-for-Stock Merger Strategic Enforcement Plan Takeover Agreement Trade Secrets Wage and Hour Accredited Investors Acquisition Agreements Anti-Money Laundering Asset Valuations Attorney Generals Auditors Bids BVI Business Companies C&J Energy CIGNA Closely Held Businesses CMS Competition Act Confidentiality Agreements Consideration Controlled Foreign Corporations Corporate Conversions Corporate Financing Corporate Tax Rates Deferred Prosecution Agreements Disclaimers Employee Rights ESMA Exemptions Fairness Standard FCPA Guidance Foreign Banks Franchises GlaxoSmithKline Immunity Internet Inversions ISS Japan Letters of Intent Leveraged Buyout Listing Standards Loans Market Participants Mexico Mining Pensions Pharmaceutical Patents Ponzi Scheme Public Comment Reverse Mergers Short-Form Mergers SierraPine Solicitation Stock Options Successors Takeover Code Tax Reform Time Warner Transactional Attorneys Transfer of Assets Unfair Competition Utilities Sector Wal-Mart Written Consent Acquisition Finance Advertising Ancestry.com Angel Investors Anticompetitive Agreements Arbitrage Automotive Industry Avon Bank Holding Company Bank of America Biotechnology Brand Breach of Warranty Buy-Out Agreements CEOs COMESA Commodities Compensation Committee Complex Corporate Transactions Consent Order Contractors Corporate Restructuring Creditors Criminal Prosecution Debt Electricity Employment Contract Entrepreneurs ERISA Financial Adviser Financial Institutions Financial Statements Flakeboard America FTAIA General Electric General Partnerships Halliburton Healthcare Professionals Indemnification Clauses Interlocking Directorate International Arbitration Letter of Intent License Agreements Limited Liability Companies Master Limited Partnerships Medicaid Middle East New Amendments Notifications Offshore Companies Physician Hospital Organizations Privacy Policy ProMedica Public Disclosure Public Offerings Real Estate Market Reorganizations Restaurant Industry Retailers Spinoffs Subcontractors Supply Chain Takeover Bids Tax Planning Unions Voting Rights Wells Fargo Accounting Controls Advisory Opinions Aerospace Antitrust Conspiracies Apple Arbitration Agreements Asset Transfer Barack Obama Broadband Business Taxes C-Corporation Capital Gains Chevron Commercial Leases Common-Interest Privilege Community Banks Conflict Mineral Rules Consent Contract Formation Corporate Criminal Fines Data Breach Debt Financing Dissenters Rights DOD Duty to Disclose EBITDA ECJ Emerging Markets Emerging Technology Companies Environmental Policies Equity Financing Equity Securities Exit Strategies Exports Fair Market Value Family Businesses FDA Federal Rule 12(b)(6) Fee-Shifting Statutes Fees Fiduciary Liability Filing Deadlines Final Rules Financial Markets FTC v Actavis Germany Healthcare Facilities Heinz Hewlett-Packard HIPAA HKEx Horizontal Mergers Indictments Industry Consolidation Insurance Industry International Labor Laws Investment Funds IRC Law Practice Management Lenders Leveraged Loans Marketing Metals Misrepresentation Mortgages Multidistrict Litigation New Regulations NFL NLRA No-Action Relief Non-Disclosure Agreement Patent Litigation PBGC Personal Liability PHRMA Pleadings PowerReviews Inc Prescription Drugs Private Letter Rulings Proxy Season Public-Private Partnerships Refiling REIT Remedies Renewable Energy Reverse Payment Settlement Agreements Right to Privacy Risk Mitigation Schemes of Arrangement Securities Act of 1933 Self-Dealing Shale Gas Social Networks Sothebys Stockholders' Meetings Tax Benefits Tax Evasion Tax Liability Termination Training Transaction Monitoring Transfer Taxes Transfers Trustees US v Esquenazi Venture Funding Waivers Warranties Warranty Insurance WhatsApp White Collar Crimes 363 Sales Abuse of Discretion Administrative Procedure Act Affiliates Africa AIFM AIFMD Airlines Anheuser-Busch Antitrust Division AT&T Baker Hughes Balance Sheets Bernie Madoff Best Management Practices Bid Rigging Bonuses Borrowers Brazil Burger King Business Formation Business Ownership Canadian Securities Administration Celera CFPB Chapter 13 Charitable Donations Choice-of-Law CJEU Class Certification Class Representatives Clean Tech Clear-Articulation Test Commercial Contracts Commercial Insurance Policies Commercial Real Estate Market Competition Authorities Competitive Bidding Confidentiality Corporate Veil Countrywide Cy Pres Funds Cyber Insurance De Minimus Quantity Exemption Debt Collection Debtors Digital Assets Dilution DirectTV Dismissals Dividends DOL Don't Ask - Don't Waive Email Equity Transactions Escrow Accounts Expectation Damages False Claims Act Fast-Food Industry FERC Financial Accounting Financial Reporting Finders FINSA Fisker Foreign Direct Investment Foreign Exchanges Foreign Jurisdictions Foreign Nationals Form 10-K Forum Shopping Fracking France Gaming Hospitality Industry Hotels Incentives India Infrastructure Innovation Integration Interest Rates Ireland Issuers Judicial Review Lanham Act Licensing Rules Liens Liquid Natural Gas Marcellus Shale Market Manipulation Media Medtronic Microsoft Mobile Apps Mobile Devices Mootness NAIC Natural Resources Non-Prosecution Agreements OCC OECD Oil Sands Operating Agreements Opt-Outs OTC P3s Partnership Agreements Patent Assertion Entities Patent Infringement Patent Trolls Pay-For-Delay PCAOB Personal Jurisdiction PETRONAS Pleading Standards Policy Violations Preemption Private Funds Proxy Contests Proxy Voting Guidelines Public Benefit Corporation Recapitalization Representations and Warranties Insurance Revlon RMBS Rule 506 Offerings Rulemaking Process Russian Federal Antimonopoly Service Sales & Use Tax SBA SCC Section 336(e) Securities Litigation Selling a Business Shelf Corporations Special Powers Stock Deals Supplemental Disclosures Surviving Entity Tax Court Tax Deductions Terms and Conditions TFEU Trade Market Abuse Trade Policy Transparency UAE UCC Ukraine Underwriting Unfair or Deceptive Trade Practices USPTO Value Maximization Verizon Voluntary Disclosure Voluntary Withdrawal WARN Act Websites Withdrawal AbbVie Abuse of Dominance Actavis Inc. Administrative Hearings Alcoa Allergan Inc Alternative Minimum Tax Amended Legislation American Taxpayer Relief Act Annual Meeting Anti-Kickback Statute Applications Appropriations Bill Asahi Asset Deals Asset Diversification Asset Stripping Assignees Aviation Industry Avis Backdoor Listings Bank Secrecy Act Benefit Corporations Benefit-of-the-Bargain BEPS Best Efforts Clauses Blackberry Blue Cross Boilerplate Language Bruker Bundling Rules Business Companies Act Buyer Beware Casinos Casualty Insurance Catholic Church Catholic Diocese Causation Certiorari Change in Ownership Chapter 15 Cisco Clean Energy Clinical Integration Coal Collective Bargaining Commercial Loans Compensation Agreements Confidential Communications Consent Agreements Consent Decrees Conspiracies Construction Industry Continuity of Enterprises Conversion Copyright Corporate Charters Corporate Gifts Corporate Issuers Corporate Management Corporations Code Covered Transactions Covidien CPUC Credit Bids Critical Infrastructure Sectors Cross-Border Consolidation Currency Fluctuation D’Oench Doctrine Data Systems & Solutions Data-Sharing De Minimis Claims Debt Ceiling Debt Restructuring Deductions Defective Corporate Acts Defense Sector Deferred Compensation Defined Benefit Plans Delaware Limited Liability Company Act Dell Department of Revenue Digital Media Discrimination Dispute Resolution DOE Dollar General Drop-Down Sale Drug Manufacturers Dual Track Process Duties E-Commerce Electronic Medical Records Electronically Stored Information Eminent Domain Enforcement Guidance Entertainment Industry Environmental Liability EPA Equal Pay Equitable Tolling Equity Investors Evidence Exclusive Dealing Agreements Exculpatory Clauses Executive Orders Expert Testimony Export Controls Extensions FAA False Reporting Fashion Industry FBI FCA Federal Acquisition Regulations Federal Power Act Federal Trade Commission Act Fee-Shifting FHFA FIFA Finance Lenders Financial Companies Financial Conduct Authority Fiscal Cliff FMLA Food Manufacturers Foreclosure Foreign Business Partners Form 10-Q Fraud-on-the-Market Fraudulent Concealment Fraudulent Inducement Fraudulent Transfers Gain Exclusion Games General Authorization Generic Drugs Gift Tax Glass Lewis Glencore Global Dealmaking Goodwill Goodyear Greenmail Grocery Stores Halliburton v Erica P. John Fund Healthcare Fraud High-Yield Markets Highmark Hold Harmless Hospice Hospital Authorities Law Human Resources Professionals Hydrocarbons Illegal Tipping Incentive Compensation Incorporation Indemnity Agreements Indonesia Infringement Institutional Investment Instrumentality Insureds Intangibles Integration Clauses Intel Intent-to-Use Internal Affairs Doctrine Internal Revenue Code International Harmonization International Litigation International Trade Agreements Inverted Domestic Corporations Investment Advisers Act of 1940 Investment Banks Investment Firms Investment Management Investment Opportunities Investment Portfolios Iran Threat Reduction and Syria Human Rights Act Job Creation Johnson & Johnson Joint Contracting Joint Employers Jos. A. Bank Jury Verdicts Kickbacks Kinder Morgan Landlords Law Firm Partners Legislative Vetoes Lehman Brothers Libor Limited Partnership Agreements LinkedIn Litigation Fees & Costs Long-Term Care M&A Brokers MACs Majority Voting Policies Mary Jo White Material Adverse Effects Material Disclosures Material Misstatements Material Nonpublic Information MCOs Meal and Entertainment Expenditures Medical Records Middle Market Milestone Payments Mineral Exploration Money Laundering Morgan Stanley Motion to Expedite Motorola Movies Multiemployer Plan Municipalities Mylan Pharmaceuticals NASAA NASD NDAA Net Operating Losses Nexen Non-Solicitation Agreements Norman PHO Notice 2014-52 Novell OFAC Offshore Drilling Offshore Funds Outbound Acquisitions Overpayment Palmyra Patent Applications Patent Reform Patton Boggs Pay-for-Performance Pay-To-Play Pending Legislation Personally Identifiable Information Petroleum Pharmacies Physician Ownership Polaris Financial Technology Ltd. Privacy Laws Private Offerings Privatization Progressive Casualty Insurance Company Property Insurance Property Tax Prospectus Protective Covenants Proxy Advisors Public Utilities Commission Public Utility Purchase Price Adjustment Putative Class Actions Qualified Small Business Stock Ralls Corporation Recertification Refinancing Regulation Regulation D Regulation U Regulatory Agenda Reinsurance REITS Release Agreements Remand Rescission Resource Extraction Reversal Reviewability Determinations Rosneft Rule 144A Rule-of-Reason Analysis RULLCA Rupert Murdoch S-Corporation SAFE Scienter Secondary Markets Section 7 Secured Lenders Seed Financing SEHK Severance Pay