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Mergers & Acquisitions Updates

Read Mergers & Acquisitions Law updates, articles, and legal commentary from leading lawyers and law firms:

Innovative Insurance Products Address Legal Issues in Public M&A

by Latham & Watkins LLP on

Dealmakers’ appetite for transactions involving publicly listed companies remains strong — 2016 saw an increase in deal volume, a trend which continues into 2017. However, deals remain challenging, partly due to limitations...more

Break Fees Can Cause Broken M&A Deals

by Latham & Watkins LLP on

Given ongoing competition between buyers in a strong sellers’ market, the resilience of seller break fees as a feature of the European M&A market is surprising. According to the Latham & Watkins 2017 European Private M&A...more

UK national security and infrastructure – tougher merger control ahead?

by Dentons on

On 17 October, the UK Government published a Green Paper reviewing national security implications of foreign ownership or control, as indicated in this year's Queen's Speech....more

Braced for Brexit

by Hogan Lovells on

As negotiations continue, so do business preparations. Change is almost inevitable but the extent, nature and timing is uncertain. How can such change be addressed in one-off transactions (e.g. M&A) and in on-going...more

Leaving the Contractual Term “Voting Power” Undefined Could Be Risky Business

What does the contractual term “voting power” mean? Does it refer only to the power to elect corporate directors, or does it refer to the power to vote on any fundamental matter of corporate governance? Is voting power an...more

Day 15 of One Month to More Effective Compliance for Business Ventures- Tying It All Together for Joint Ventures

by Thomas Fox on

As I conclude this section on joint ventures, I want to emphasize again the risk they pose under the FCPA. Mike Volkov has stated, “A joint venture requires the integration of disparate company cultures. It can be successful,...more

Clean Robotics: Massachusetts Clean Energy Center Accepting Funding Proposals for Innovative Robotics Solutions, Investment and...

On September 27, the Massachusetts Clean Energy Center (MassCEC) released a Request for Proposals seeking applications to the InnovateMass program, which provides up to $250,000 in grant funding for clean energy and water...more

The Acquisition and Leveraged Finance Review – US

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

The Acquisition and Leveraged Finance Review – Russia

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

Financial Services Weekly News - October 2017

by Goodwin on

Editor's Note - Swimming Against the Tide. As discussed below, the Trump administration’s plans for financial regulatory reform are beginning to take shape, especially in agencies, such as the Securities and Exchange...more

The Acquisition and Leveraged Finance Review – Spain

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

The Acquisition and Leveraged Finance Review – Germany

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

The Acquisition and Leveraged Finance Review – England and Wales

by Latham & Watkins LLP on

Acquisition and leveraged finance is a fascinating area for lawyers, both inherently and because of its potential for complexity arising out of the requirements of the acquisition process, cross-border issues, regulation and...more

SEC Issues Guidance on Non-GAAP Financial Measures in Business Combination Projections

by Ropes & Gray LLP on

On October 17, 2017, the SEC’s Division of Corporation Finance issued new guidance clarifying the circumstances under which financial forecasts included in registration statements, proxy statements or tender offer statements...more

Day 14 of One Month to More Effective Compliance for Business Ventures-Auditing Joint Ventures

by Thomas Fox on

Joint ventures provide many FCPA risks that other types of business relationships do not bring. For instance, the joint venture may interact with foreign government officials or employees of a state-owned enterprise; then...more

Across the Board-Episode 8, Linda Justice on Branding at the Board

by Thomas Fox on

In this episode, I visit with branding expert Linda Justice. We discuss the role of a Board of Directors in corporate branding. We discuss ‘what is branding?’ Perception of a company? The customer experience? The...more

New UK Regime for National Security and Infrastructure Investments

• The Department for Business, Energy and Industrial Strategy published a Green Paper consulting on amendments to UK merger control and public interest intervention legislation to cover gaps in the current framework for...more

CFIUS, POTUS Block Chinese Acquisition of U.S. Semi-conductor Maker

by Bass, Berry & Sims PLC on

More Acquisitions May Be Blocked in the Future - Last month, asserting national security concerns, President Trump blocked a $1.3 billion acquisition of Oregon-based Lattice Semiconductor by a subsidiary of the Canyon...more

Day 13 of One Month to More Effective Compliance for Business Ventures-Compliance Terms and Conditions in Joint Venture Agreements

by Thomas Fox on

Numerous US companies have come to FCPA grief for their overseas joint ventures and the continue to be a bane for many companies under the Act. There are some basic compliance terms and conditions which should be considered...more

Costly Thy Habit As Thy Purse Can Buy: Implications of the Proposed HVADC Rules for Borrowers and Lenders of Acquisition,...

by K&L Gates LLP on

On September 27, 2017, the Office of Comptroller of the Currency, the Board of Governors of the Federal Reserve System, and the Federal Deposit Insurance Corporation (the “Agencies”) released a joint Notice of Proposed...more

CFIUS Annual Report Shows Increased Scrutiny, Risk for Foreign Investment

by Reed Smith on

The Committee on Foreign Investment in the United States (CFIUS) recently published a summary of its Annual Report to Congress for the fiscal year 2015 (the 2015 CFIUS Annual Report) reflecting a trend that has become evident...more

Pensions Hazard for PE Buyers on Carve-Out Deals

by Latham & Watkins LLP on

Corporate carve-outs have become increasingly popular in recent years, as buyout firms scour the market for primary deals. In an environment in which the UK Pensions Regulator (the Regulator) is becoming more active, in our...more

Day 12 of One Month to More Effective Compliance for Business Ventures-Joint Venture Due Diligence

by Thomas Fox on

When you bring two entities together to operate jointly, there are several difficult issues to analyze. For the US company operating under the FCPA, there must be an adequate business justification for a joint venture with a...more

Acquirers Beware: Salary History Bans Impact Employment Diligence and Arrangements

New state and local laws might change employment salary due diligence and post-closing arrangements in M&A deals New state and local laws might change employment salary due diligence and post-closing arrangements in M&A...more

Chinese Acquisitions in the EU: The Climate Is Getting Rougher

by Shearman & Sterling LLP on

In response to a significant increase in acquisitions of companies in the EU by Chinese buyers in recent years, the foreign (i.e., non-EU) investment review legal framework in the EU is currently undergoing a change towards...more

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