Mergers & Acquisitions Business Organization

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

Ten Hallmarks of an Effective Compliance Program-Hallmark 2 [Video]

In this 10-episode podcast series I take a look at all ten hallmarks of an effective compliance program as set out in the FCPA Guidance. In this episode I review Hallmark 2-Code of Conduct and Compliance Policies and...more

Changes to Transferring Employment Contracts in France After the 8 August Law - Des transferts de contrats de travail: les apports...

When a service provider in a market changes, employment contracts may be transferred from the previous to the new owner to avoid dismissing employees who work at the site, however, whatever the legal vehicle by which the...more

What’s Happening in Delaware M&A – Summer 2016

This update provides a summary of recent Delaware caselaw and statutory developments concerning mergers and acquisitions, including new cases regarding appraisal rights, fraud claims and fiduciary duty and deal process...more

PilieroMazza Legal Advisor - Third Quarter

GOVERNMENT CONTRACTING - Category Management: What Contractors Need to Know - In December 2014, the Office of Management and Budget (OMB) announced a new initiative called Category Management. This policy could...more

Ten Hallmarks of an Effective Compliance Program-Hallmark 1 [Video]

In this series, I review the Ten Hallmarks of an Effective Compliance Program. This episode premiers Hallmark No. 1....more

Latest Amendments to Delaware Law Revise Appraisal Rights

Effective August 1, 2016, the appraisal rights of dissenting stockholders in mergers and certain other transactions under the Delaware General Corporation Law (DGCL) have been modified in two principal respects...more

The Decline of the Disclosure-Only Settlement: Will We Regret What We Wished For?

In combination with the Delaware Court of Chancery’s decision in In re Trulia, Inc. Stockholder Litigation, 129 A.3d 884 (Del. Ch. 2016), Judge Posner’s blistering opinion In re Walgreen Company Stockholder Litigation, 2016...more

Are Appraisal Cases to Decline?

Among the most-discussed issues in corporate law today is whether appraisal actions should be curtailed. Triggered by above-merger price awards after deals were shopped in the market, the argument is that the appraisal...more

In re Volcano Corporation Stockholder Litigation, C.A. No. 10485-VCMR (Del. Ch. June 30, 2016) (Montgomery-Reeves, V.C.).

In this memorandum opinion, the Court of Chancery dismissed claims for breach of fiduciary duty under Chancery Rule 12(b)(6), holding that an irrebuttable business judgment rule standard applies to a merger effected under...more

Managing the Transition to Transformation: Provider/Payor Integration: 2016 Is Not the 1990s

McDermott’s Managing the Transition to Transformation series is designed to help health systems and other health care industry leaders address the many challenges presented by the transformation in payment and care delivery...more

Seventh Circuit Adopts Trulia Standard for Disclosure-Only Settlements

Last week, in an opinion authored by Judge Richard Posner, the U.S. Court of Appeals for the Seventh Circuit rejected a proposed class-action settlement arising from Walgreen Co.’s acquisition of the Swiss-based pharmacy...more

Delaware Law Updates – Court of Chancery Puts Boards of Directors on Notice that Contracting Away Derivative Claims in a Merger...

Vice Chancellor Glasscock has held that a merger designed to eliminate derivative claims against a majority of directors justified the application of the entire fairness standard of review in a direct challenge to the merger....more

Restructuring Liquidation Preferences

Job candidates may choose to work for a startup to help build something new, to work in an environment that fosters and rewards creativity, or to get the thrill of climbing aboard a “rocket ship.” New employees rarely, if...more

DOJ Sues to Enjoin Two Large Health Insurer Mergers

In July 2015, health insurer mergers were announced between Anthem and Cigna and between Aetna and Humana. The effect of these mergers would elevate Anthem/Cigna to the #1 rank in size among national health insurers. ...more

$6 Billion Chinese Acquisition Bid Submitted for CFIUS Review Serves as a Wake-Up Call for Companies to Evaluate and Mitigate...

In late July 2016, U.S. technology distributor Ingram Micro, Inc. (Ingram) announced that it would submit its pending $6 billion acquisition by Chinese shipping company Tianjin Tianhai Investment Co. Ltd. to the Committee on...more

This Week in FCPA-Episode 17 [Video]

In this episode, Jay Rosen and I discuss the following: Show Notes for Week ending August 12 -SEC In-House ALJ Program Upheld. Compliance Building and Second Circuit Court of Appeals opinion. -Abbott, sales pressure and...more

CDX Holdings, Inc. (f.k.a. Caris Life Sciences, Inc.) v. Kurt Fox, No. 526, 2015 (Del. June 6, 2016) (Holland, J)

In this split decision, a 4-1 majority of the Delaware Supreme Court affirmed the Court of Chancery’s post-trial ruling that Caris Life Sciences’ (“Caris” or the “Company”) board of directors (the “Board”) breached a stock...more

Blurred Lines: Under New “Perfectly Clear” Standard, NLRB Finds that Seller’s Conduct Prohibits Asset Purchaser from Setting...

Seyfarth Synopsis: In yet another pro-union, results-driven decision, the NLRB announces a new approach to evaluating whether an asset purchaser has forfeited its right to set initial terms and conditions when offering...more

DOJ Files Suit to Enjoin Health Insurance Industry Consolidation

Last week, the United States Department of Justice’s Antitrust Section (DOJ) filed suit to enjoin two proposed mergers that would consolidate the nation’s five largest insurance companies into three. The DOJ argues that if...more

Court of Chancery Awards Mootness Fee for “Helpful” Supplemental Disclosures

The Court of Chancery’s highly-publicized decision in In re Trulia, Inc. Stockholders Litigation, 129 A.3d 884 (Del. Ch. 2016) (Bouchard, C.) (discussed here) took aim at the problem of disclosure-only settlements and...more

Overview of Cornerstone Research Report on Shareholder Litigation

A recent Cornerstone Research report reviewed ‘Shareholder Litigation Involving Acquisitions of Public Companies’ during 2015 and the first half of 2016. As the report indicates. the percentage of M&A deals valued over $100...more

Inside M&A - August 2016

Recent Enforcement Trends in Divestiture Packages - The Federal Trade Commission (FTC) and US Department of Justice’s (DOJ) Antitrust Division have been actively challenging mergers and acquisitions (M&A) across a...more

FCPA Compliance and Ethics Report-Episode 272 Miller & Chevalier 2016 Latin America Survey [Video]

In this episode, I visit with Matt Ellis, a partner at Miller & Chevalier on the firm's 2016 Latin America Survey around corruption, compliance and enforcement in Latin America. ...more

Selling Your Business? 5 Steps To Maximize Your Return

When a business owner makes the decision to sell a company, numerous factors can affect the price a buyer is willing to pay. Even relatively small oversights raise the prospect that a business owner will leave money on the...more

Case Note: The Underfunded Union Pension Plan and Asset Purchase Agreements

In a decision handed down by the Seventh Circuit on June 24, 2016, the court warned that a lack of familiarity with the concept of withdrawal liability cannot be used by a buyer of business assets as an excuse to avoid...more

1,629 Results
|
View per page
Page: of 66

Follow Mergers & Acquisitions Updates on:

JD Supra Readers' Choice 2016 Awards

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:

Sign up to create your digest using LinkedIn*

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.

Already signed up? Log in here

*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.
×