Mergers & Acquisitions

Mergers FTC Acquisitions Shareholders Compliance Hart-Scott-Rodino Act SEC DOJ Board of Directors FCPA EU Fiduciary Duty Healthcare Shareholder Litigation China Hospitals Corporate Governance Antitrust Litigation Competition Due Diligence Private Equity Ethics Foreign Investment Patents Stocks Popular The Clayton Act Business Judgment Rule Pharmaceutical Corporate Counsel Pre-Merger Filing Requirements Hospital Mergers Threshhold Requirements Controlling Stockholders Class Action Canada Corporate Taxes SCOTUS Antitrust Provisions Inversion Minority Shareholders Disclosure Requirements Broker-Dealer Enforcement Enforcement Actions Successor Liability Derivative Suit FTC v. Phoebe Putney Health System Foreign Corporations IPO MOFCOM Securities Exchange Act Breach of Duty IRS Chief Compliance Officers Investors Assignments Bylaws European Commission Forum Selection Clause Oil & Gas Subsidiaries Non-Compete Agreements Reporting Requirements Settlement Affordable Care Act Dodd-Frank Shareholder Activism UK Brokers Joint Venture Merger Agreements Physicians Premerger Notifications JOBS Act Notice Requirements State Action Doctrine Anti-Corruption CFIUS Going-Private Transactions Negotiations Registration Attorney-Client Privilege Breach of Contract Cross-Border FCPA Resource Guide Fraud No-Action Letters Technology Banks Jurisdiction New Legislation Reverse Triangular Mergers American Airlines Antitrust Investigations Delaware General Corporation Law FLSA Investigations Monopolization Professional Liability Shareholder Rights Tender Offers U.S. Treasury Audits Corporate Sales Transactions Directors Energy European Merger Control Regulation FINRA Hostile Takeover Income Taxes Indemnification National Security Proposed Amendments Shareholder Votes Startups Arbitration Asset Purchaser Capital Markets Cartels Commercial Bankruptcy Contract Drafting Covenant of Good Faith and Fair Dealing Cross-Border Transactions Governmental Immunity Insider Trading Licenses LLC Publicly-Traded Companies Purchase Agreement Risk Management Size of Persons Test Stock Purchase Agreement Target Company Venture Capital Big Law Bribery Certificate of Need Divestiture Employer Liability Issues Executive Compensation Facebook Financing Governmental Liability Investment Canada Act MFW Motion to Dismiss Restrictive Covenants Securities US Airways Appraisal Business Assets Chapter 11 Confidential Information Contract Interpretation Data Protection Federal Reserve Life Sciences Officers Proxy Statements Safe Harbors Size of Transaction Test Anti-Monopoly Attorney's Fees Bazaarvoice Inc Conflicts of Interest Cybersecurity Hedge Funds Medical Devices Medicare Natural Gas Representations and Warranties Restructuring Risk Assessment Standard of Review Standstill Agreements Succession Planning Summary Judgment Valuation Aiding and Abetting Appeals Buyers Choice of Entity Comcast Common Stock Fines Government Entities Multinationals Preferred Shares Russia Say-on-Pay Statute of Limitations Whistleblowers Anti-Bribery Asia Bad Faith Competition Act Corporate Officers Corruption Disclosure FCC Good Faith Insurers Internal Controls Liability Liquidation Nasdaq NYSE Penalties Pfizer Poison Pill Price-Fixing Revlon Standard Sarbanes-Oxley Telecommunications Term Sheets Third-Party Trademarks Australia Business Development Crowdfunding D&O Insurance Damages Earn-Outs Emerging Growth Companies Employee Rights Exclusive Forum Fairness Hearings Financial Regulatory Reform Forum Funding Google Healthcare Reform International Tax Issues Legislative Agendas Limited Partnerships Loans Partnerships Private Equity Funds Privately Held Corporations Proposed Legislation Sales Sanctions Sellers Silicon Valley Software State-Owned Enterprises Time Warner Accredited Investors ACOs Anti-Competitive Asset Valuations AstraZeneca Attorney Generals Auditors Bids Bonds Buyouts BVI Business Companies CEOs Confidentiality Agreements Controlled Foreign Corporations Corporate Culture Corporate Tax Rates Debt Disclaimers Employee Benefits EUMR FDIC Freeze-Out Mergers Hiring & Firing Hong Kong Injunctions Leveraged Buyout Listing Standards Manufacturers Mexico Non-Profits Offshore Companies Preliminary Injunctions Public Comment Reverse Mergers Sale of Assets Securities Fraud Sherman Act Short-Form Mergers Social Media Standing Stock Sale Agreements Takeover Agreement Tax Reform Trade Secrets Transactional Attorneys Transfer of Assets UK Bribery Act Wage and Hour Wal-Mart Written Consent Acquisition Agreements Angel Investors Anticompetitive Agreements Berkshire Hathaway Books & Records Brand Business Valuations CFTC Change of Ownership Closely Held Businesses Contract Negotiations Corporate Restructuring Economic Development Employment Contract Exemptions Filing Fees Foreign Banks Foreign Official General Solicitation Healthcare Professionals Immunity Insolvency Internal Investigations Internet Investment Adviser ISS Letters of Intent Limited Liability Companies Master Limited Partnerships Mining New Amendments Notifications Pensions Physician Hospital Organizations Privacy Policy Proposed Regulation Public Disclosure Public Offerings Reorganizations Schemes of Arrangement Spinoffs Stock Options Successors Takeover Bids Takeover Code Unfair Competition Wells Fargo Advertising Anti-Money Laundering Antitrust Conspiracies Auction Bank Holding Company Big Data Broadband Business Taxes Canadian Securities Administration Capital Gains Celera Change in Control Chevron Commodities Compensation Committee Conflict Mineral Rules Consent Contract Formation Contractors Creditors Deferred Prosecution Agreements Derivatives Dissenters Rights Dividends DOD Duty to Disclose ECJ Emerging Markets Environmental Policies Equity Securities ERISA ESMA Fair Market Value Fee-Shifting Statutes Fees Fiduciary Liability Filing Requirements Financial Adviser Foreign Subsidiaries Franchises General Partnerships GlaxoSmithKline Health Insurance Healthcare Providers Heinz Horizontal Mergers Interlocking Directorate International Arbitration International Labor Laws Investment Funds Japan Lenders License Agreements Liquid Natural Gas Middle East Misrepresentation NFL NLRB No-Action Relief Patent Litigation PETRONAS Pharmaceutical Manufacturers Pharmaceutical Patents PHRMA Pleadings Ponzi Scheme PowerReviews Inc ProMedica Public Benefit Corporation Purchase Price Real Estate Market Refiling REIT Remedies Renewable Energy Reverse Payment Settlement Agreements Securities Act of 1933 Self-Dealing Shale Gas Small Business Sothebys St. Luke's Tax Benefits Termination Training Transaction Monitoring Transfer Taxes Unions Venture Funding Voting Rights Waivers WhatsApp White Collar Crimes 363 Sales Abuse of Discretion Acquisition Finance Affiliates Airlines Anheuser-Busch Apple Arbitration Agreements Asset Transfer Automotive Industry Bank of America Bernie Madoff Best Management Practices Bid Rigging Blackberry Bonuses Borrowers Breach of Warranty C-Corporation Chapter 13 Charitable Donations Choice-of-Law CJEU Class Certification Class Representatives Clean Tech Clear-Articulation Test CMS Commercial Contracts Competitive Bidding Confidentiality Consent Order Corporate Conversions Corporate Veil De Minimus Quantity Exemption Debt Collection Debtors Dilution Disgorgement Don't Ask - Don't Waive EBITDA Email Entrepreneurs Exit Strategies Exports False Claims Act FDA Federal Acquisition Regulations Federal Rule 12(b)(6) Filing Deadlines Financial Reporting Financial Statements Finders FINSA Fisker Foreign Exchanges Foreign Nationals Fracking France FTAIA General Electric Global Economy Hewlett-Packard HIPAA HKEx Illegal Tipping Incentives Innovation Interest Rates IRC Lanham Act Law Practice Management Letter of Intent Leveraged Loans Marketing Medicaid Mobile Apps Mootness Mortgages Natural Resources New Regulations NLRA Non-Disclosure Agreement OCC OECD Oil Sands Operating Agreements Opt-Outs P3s Partnership Agreements Patent Infringement Patent Trolls Pay-For-Delay PCAOB Policy Violations Preemption Private Letter Rulings Proxy Contests Public-Private Partnerships Recapitalization Representations and Warranties Insurance Revlon Right to Privacy Rule 506 Offerings Rulemaking Process Russian Federal Antimonopoly Service Sales & Use Tax Section 336(e) Selling a Business Shelf Corporations Stock Deals Stockholders' Meetings Subcontractors Supply Chain Tax Deductions Tax Evasion Tax Liability Tax Planning Terms and Conditions TFEU Trade Policy Transfers Trustees UCC Ukraine Underwriting USPTO Utilities Sector Value Maximization Voluntary Withdrawal Warranties Warranty Insurance Withdrawal AbbVie Abuse of Dominance Actavis Inc. Administrative Procedure Act Advisory Opinions Aerospace Africa AIFM AIFMD Alternative Minimum Tax Amended Legislation American Taxpayer Relief Act Annual Meeting Applications Asset Deals Asset Stripping Assignees AT&T Aviation Industry Avis Backdoor Listings Balance Sheets Bank Secrecy Act Barack Obama Benefit Corporations Benefit-of-the-Bargain BEPS Best Efforts Clauses Biotechnology Blue Cross Boilerplate Language Brazil Bundling Rules Burger King Business Companies Act Business Corporation Act Business Formation Business Litigation Business Ownership Buyer Beware C-Suite Executives Casualty Insurance Catholic Church Catholic Diocese Causation CFPB Chapter 15 Charter Cisco Civil Monetary Penalty Clinical Integration Coal Collective Bargaining COMESA Commercial Leases Commercial Real Estate Market Community Banks Compensation Agreements Complete Genomics Complex Litigation Confidential Communications Consent Agreements Consideration Conspiracies Continuity of Enterprises Conversion Copyright Corporate Charters Corporate Financing Corporate Gifts Corporate Issuers CPUC Cross-Border Consolidation Currency Fluctuation Cyber Insurance D’Oench Doctrine Data Breach De Minimis Claims Debt Financing Deductions Defective Corporate Acts Defined Benefit Plans Delaware Limited Liability Company Act Dell Digital Assets DirectTV Discrimination Dismissals Dispute Resolution DOE DOL Dollar General Drop-Down Sale Drug Manufacturers Dual Track Process Electricity Electronically Stored Information Energy Policy Energy Sector Environmental Liability Equal Pay Equitable Tolling Equity Transactions Escrow Accounts Evidence Exculpatory Clauses Executive Orders Expectation Damages Expert Testimony Extensions FAA Fairness Standard Family Businesses FBI FCA Federal Contractors FHFA FIFA Final Rules Financial Companies Fiscal Cliff FMLA Food Manufacturers Foreclosure Foreign Affiliates Foreign Business Partners Foreign Jurisdictions Form 10-K Forum Shopping Fraud-on-the-Market Fraudulent Concealment Fraudulent Transfers FTC v Actavis Gain Exclusion Games General Authorization Global Dealmaking Goodwill Greenmail Halliburton Health Care Providers Healthcare Facilities Hospice Hospital Authorities Law Hospitality Industry Human Resources Professionals Hydrocarbons Incentive Compensation Incorporation Indemnification Clauses Indemnity Agreements India Infringement Institutional Investment Instrumentality Insurance Companies Insureds Intangibles Integration Clauses Intent-to-Use Internal Affairs Doctrine Internal Revenue Code International Harmonization International Litigation Interviews Inversions Inverted Domestic Corporations Investment Banks Investment Firms Investment Management Investment Opportunities Investment Portfolios Iran Threat Reduction and Syria Human Rights Act Ireland Issuers Job Creation Johnson & Johnson Jos. A. Bank Judicial Review Jury Verdicts Legislative Vetoes Lehman Brothers Libor Licensing Rules Liens LinkedIn M&A Brokers MACs Marcellus Shale Market Participants Mary Jo White Material Misstatements MCOs Media Medtronic Merger-of-Equals Metals Microsoft Middle Market Milestone Payments MLPs Mobile Devices Money Laundering Morgan Stanley Motorola Multidistrict Litigation Mylan Pharmaceuticals NAIC Net Operating Losses Nexen Non-Prosecution Agreements Non-Solicitation Agreements Norman PHO Notice 2014-52 Offshore Drilling Offshore Funds OIG OSC OTC Overpayment Patent Applications Patent Assertion Entities Patent Reform Pay-for-Performance PBGC Pending Legislation Personal Jurisdiction Personally Identifiable Information Petroleum Physician Ownership Pleading Standards Prescription Drugs Privacy Laws Private Funds Private Offerings Privatization Property Insurance Property Tax Prospectus Protective Covenants Proxy Advisors Proxy Season Proxy Voting Guidelines Putative Class Actions Qualified Small Business Stock Refinancing Regulation Regulation D Regulation U Regulatory Standards Remand Rescission Residency Requirements Resource Extraction Restaurant Industry Retailers Reversal Reviewability Determinations Risk Mitigation RMBS Rosneft Rule 144A Rule-of-Reason Analysis RULLCA Rupert Murdoch SAFE Scienter Secondary Markets Securities Litigation SEHK Severance Pay Sexual Abuse SFO Shareholder Proposals Shareholders' Agreements Shipping Single-Bidder Sales SMEs Smithfield Foods Social Networks Softbank Solar Energy Special Powers Specific Performance Sports Sprint State and Local Government State Taxes Statute of Repose Stock-for-Stock Merger Supplemental Disclosures Survival Clauses Swaps Teaching Hospitals The Men's Wearhouse Third Point Third-Party Relationships Tortious Interference Trados Inc Transaction Costs Transaction-Based Compensation Transparency Travel Tyson Foods Unfair or Deceptive Trade Practices Union Membership Unitranche Loans US v Esquenazi Verizon Veto Rights Viacom Voluntary Disclosure Walgreens WARN Act Websites Well Drilling WellPoint Wind Power World Cup Written Agreements Yahoo! Zipcar "Section 251(h) 10 MW Black Mountain Solar Project 10b5-1 Plans 3G Capital 401k ABA Abandoned Property Abenomics Ability-to-Repay ACCC Accountants Accounting Accounting Controls Acquisition of Commercial Items Activision Activist Acute Facilities ADA Administrative Hearings Adventist Midwest Health Aer Lingus Affirmative Action Affirmative Defenses AIG Airline Mergers Airwatch Al-Qaeda Alberta Securities Commission Albertsons Alexian Brothers Health System Alice Corporation ALJ Allergan Inc Alstom Alter Ego Alternative Investment Funds Amended Complaints Amended Regulation America Invents Act American Arbitration Association American Bar Association AMF Authorization Amortization Ancillary Agreements Annual Filings Annual Reports Anti-Kickback Statute Anti-Waiver Statutes Antidumping Duties Antitrust Division Apportionment Appraisal Clauses Approval Arbitrators Architects Articles of Association Articles of Incorporation Asahi ASEAN Funds Asset Diversification Asset Management Asset-Backed Securities ASX Listing Rules AT&T Mobility ATP Tours Attorney Malpractice Automatic Stay Automatic Withdrawal Avon Axiom Law Back-End Mergers Background Checks Bad Actors Baker Hughes Bakken Shale Bank Holding Company Act Bank Indonesia Bank Merger Act Banking Crisis Banking Sector Basic v Levinson Beats Electronics Beneficiaries Benefit Plan Sponsors Bilateral Investment Treaties Billable Hours Billing Binding Corporate Rules BIS Bitcoins BizJet Blizzard Entertainment Inc Block Trades Blocker Corporations Blue Sky Laws BP Bridge Loans BRIK British Columbia Securities Commission Broadcasting Building Codes Business Court Division Business Justification Busted Deal Buy-Out Agreements Buyer Sensitive Information