Finance & Banking, Business Organization, Mergers & Acquisitions

The Mergers & Acquisitions Review - Sixth Edition: Chapter 16: Cayman Islands

by Wendy Lee | Harney Westwood & Riegels on 5/14/2013

I OVERVIEW OF M&A ACTIVITY - According to a report of the Cayman Islands Economics and Statistics Office, the Islands’ economy began to recover from the economic downturn in 2011, with real gross domestic product...more

The Mergers & Acquisitions Review - Sixth Edition: Chapter 13: British Virgin Islands

by Leonard Birmingham, Simon Hudd | Harney Westwood & Riegels on 5/13/2013

I OVERVIEW OF M&A ACTIVITY - Given the international financial climate, it is perhaps unsurprising that the past 12 months have seen unpredictable deal flows involving British Virgin Islands (‘BVI’) companies, with...more

New Directive Correctly Resolves Use Of Transaction Cost Safe Harbor For Milestone Payments – Questions Nonetheless Linger

by Ellen McElroy | Pepper Hamilton LLP on 5/8/2013

A new directive specifies that Large Business & International (LB&I) examiners should not challenge a taxpayer’s treatment of eligible milestone payments when success-based fees are incurred, provided a safe harbor election...more

Proposed Amendments to Investment Canada Act Capture Control-in-Fact Investments by State-Owned Enterprises

by Matthew Anderson, Peter Franklyn, Peter Glossop, Michelle Lally, Shuli Rodal | Osler, Hoskin & Harcourt LLP on 5/2/2013

On April 29, 2013, the Federal Government introduced its 2013 budget implementation bill, Bill C-60,1 which would also implement announcements made by the Federal Government on December 7, 2012 concerning investments by...more

Purchase Price Adjustments: How True is Your True-Up?

by Carl Roston, Ken Wiggins | Akerman Senterfitt on 4/29/2013

A substantial majority of acquisitions involving private targets include uncapped post-closing purchase price adjustments, or "true ups," tied to the target's balance sheet. Since a target's value typically is assessed based...more

Zimmermann: Up to 20% of AmLaw 200 "Badly Weakened" [Video]

by Bloomberg Law on 4/25/2013

April 25 (Bloomberg Law) -- A substantial percentage of the nation's largest law firms enter the sixth year of the Great Recession "badly weakened," and more firms are expected to fail, according to law firm consultant Kent...more

Market Entry: People's Republic of China

by Thomas M. Shoesmith | Pillsbury Winthrop Shaw Pittman LLP on 4/24/2013

China is the world’s second largest economy, with an annual growth rate of more than 8 percent and a rapidly growing middle class. Foreign investment into China routinely exceeds US$100 billion a year. Businesses from all...more

Offshore Litigation Tools for Local Disputes

by Ian Mann | Harney Westwood & Riegels on 4/19/2013

British Virgin Island (“BVI”) and Cayman Islands companies have been a popular choice of investment vehicle for Hong Kong and Chinese companies and individuals. This article explores the key tools available to members of BVI...more

How to turn your LLC or S Corp. into a C Corp. with a Tax-Free Reorganization

by The R. Bernard Law Group on 4/16/2013

By now most entrepreneurs who have sought or will seek venture funding have learned that venture capitalists typically prefer to invest in C Corporations and will not invest in pass through entities such as a limited...more

Bank Indonesia revises the single presence policy for banks – Implications for the banking sector

by White & Case LLP on 4/5/2013

Background - On 26 December 2012 (the “Effective Date”), Bank Indonesia (“BI”) published Regulation No. 14/24/PBI/2012 (“Regulation 14”) which contains a revised version of the single presence policy applicable to...more

Accounting Firm Mergers

by Russell Shapiro | Levenfeld Pearlstein on 4/5/2013

Merger activity among accounting firms has grown significantly of late. Allan D. Koltin, CEO of Koltin Consulting Group, commented that “2012 was another record year for CPA firm M&A. It represents the fifth consecutive year...more

Sullivan & Cromwell's M&A Hotline is Ringing [Video]

by Bloomberg Law on 4/4/2013

April 4 (Bloomberg Law) -- Despite the number of global mergers-and-acquisition deals being down year over year for the first quarter, Sullivan & Cromwell expects deal work to increase this year because the phone is ringing...more

Six Steps to Prepare for Venture Financing

by The R. Bernard Law Group on 3/25/2013

Venture capital funds don't expect startups to be well-oiled machines. In fact, they go into potential deals knowing there will be problems. These issues range from disgruntled founders to disputes over who owns a company’s...more

"UK Regulators to be Given Power to Break Up UK Banks"

by Patrick Brandt, Lorenzo Corte, Scott Hopkins, Shaun Lascelles, Allan Murray-Jones, William Sweet, Jr. | Skadden, Arps, Slate, Meagher & Flom LLP on 3/19/2013

The U.K. Government recently published the Financial Services (Banking) Reform Bill (the “Bill”) which implements the key recommendations of the U.K.’s Independent Commission on Banking (the “ICB”). The ICB was established in...more

Are You Using Your Holding Company?

by Hugh B. Wellons | Spilman Thomas & Battle, PLLC on 3/12/2013

Many banks formed holding companies in the late 1980s and 1990s. They had various reasons for doing this. Some formed a holding company to hold subsidiaries providing nonbank activities. Some used the holding company to...more

Silicon Valley Venture Capital Survey - Fourth Quarter 2012

by Barry J. Kramer, Michael J. Patrick | Fenwick & West LLP on 2/20/2013

Background- We analyzed the terms of venture financings for 116 companies headquartered in Silicon Valley that reported raising money in the fourth quarter of 2012....more

Market Trends & Legal Developments for Dealmakers - Quarter 4: 2012

by Sheppard Mullin Richter & Hampton LLP on 2/15/2013

In This Issue: -Market Trends -Venture Capital -Private Equity -Initial Public Offerings -Mergers & Acquisitions -Legal Updates -Jobs Act & Capital Markets -Mergers &...more

Fourth Quarter 2012

by Louis Lehot, Kevin Rooney | Sheppard Mullin Richter & Hampton LLP on 2/14/2013

We are pleased to make available to you our quarterly update on dealmaking market trends and legal developments for Fourth Quarter 2012....more

Between Mortar and Pestle: SEC Pressure Grinds Auditors Against PRC State Interests

by Sheppard Mullin Richter & Hampton LLP on 2/13/2013

Comity among US and Chinese regulators may top this New Year’s wish list for United States-listed companies in China. After a failed six-month pursuit of a diplomatic solution, the SEC revived its federal court petition to...more

"Anti-Corruption Due Diligence in Corporate Transactions: Implementing a Risk-Based Approach"

by Gary DiBianco, Kelly Schulz | Skadden, Arps, Slate, Meagher & Flom LLP on 2/7/2013

Anti-corruption issues continue to present significant risks in acquisition and investment transactions because regulators continue robust enforcement in this area and emerging markets often present the greatest economic...more

Rogers Towers: Use of FDIC Special Powers: Knowledge by the FDIC or its Assignees is Irrelevant

by Scott J. Kennelly | Rogers Towers on 2/5/2013

In previous posts, we introduced the protections afforded the FDIC by the D’Oench Doctrine and 12 U.S.C. § 1823(e), which bar claims and defenses against the FDIC and its assignees by private parties based on improperly...more

"Don't Ask, Don't Waive" Standstill Provisions: Impermissible Limitation on Director Fiduciary Obligations or Legitimate,...

by David DiDonato, Janine Salomone, Peter Walsh | Potter Anderson & Corroon LLP on 2/5/2013

Under Revlon and its progeny, directors of Delaware corporations have a duty to take reasonable steps to ensure that stockholders receive the highest price reasonably available in a sale of the company. One way that target...more

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Finance & Banking › Business Organization › Mergers & Acquisitions

The Mergers & Acquisitions Review - Sixth Edition: Chapter 16: Cayman Islands

The Mergers & Acquisitions Review - Sixth Edition: Chapter 13: British Virgin Islands

New Directive Correctly Resolves Use Of Transaction Cost Safe Harbor For Milestone Payments – Questions Nonetheless Linger

Proposed Amendments to Investment Canada Act Capture Control-in-Fact Investments by State-Owned Enterprises

Purchase Price Adjustments: How True is Your True-Up?

Zimmermann: Up to 20% of AmLaw 200 "Badly Weakened" [Video]

Market Entry: People's Republic of China

Offshore Litigation Tools for Local Disputes

How to turn your LLC or S Corp. into a C Corp. with a Tax-Free Reorganization

Bank Indonesia revises the single presence policy for banks – Implications for the banking sector

Accounting Firm Mergers

Sullivan & Cromwell's M&A Hotline is Ringing [Video]

Six Steps to Prepare for Venture Financing

"UK Regulators to be Given Power to Break Up UK Banks"

Are You Using Your Holding Company?

Silicon Valley Venture Capital Survey - Fourth Quarter 2012

Market Trends & Legal Developments for Dealmakers - Quarter 4: 2012

Fourth Quarter 2012

Between Mortar and Pestle: SEC Pressure Grinds Auditors Against PRC State Interests

"Anti-Corruption Due Diligence in Corporate Transactions: Implementing a Risk-Based Approach"

Rogers Towers: Use of FDIC Special Powers: Knowledge by the FDIC or its Assignees is Irrelevant

"Don't Ask, Don't Waive" Standstill Provisions: Impermissible Limitation on Director Fiduciary Obligations or Legitimate,...

Rogers Towers: Use of FDIC Special Powers by Assignees of the FDIC

FTC Announces New Filing Thresholds for Hart-Scott-Rodino Pre-Merger Notifications

Antitrust Alert: New HSR Thresholds for 2013

Zimmermann: Up to 20% of AmLaw 200 "Badly Weakened" [Video]

Sullivan & Cromwell's M&A Hotline is Ringing [Video]

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