Read Mergers & Acquisitions Law updates, articles, and legal commentary from leading lawyers and law firms:
Bill on Bankruptcy: Lawyers Must Disclose What Clients Pay
Lawyer: European M&A Could Rise Despite Risks
Facebook-Instagram Deal Opened Door to Tumblr Valuation: Lawyer
Ex-Kirkland Partner: Rainmakers Are Paid Too Much
Yahoo's $30 Million May Be 'Underpay' for Summly's D'Aloisio
Release of new book on the 'Best Practices Under the FCPA and Bribery Act"
Lessons Learned from the Parker Drilling DPA and Ralph Lauren NPA
Zimmermann: Up to 20% of AmLaw 200 "Badly Weakened"
Lessons Learned from the BizJet Executives FCPA Enforcement Actions
Sullivan & Cromwell's M&A Hotline is Ringing
Bill on Bankruptcy: Sigmund Freud, Marx Brothers, Bernie Madoff
Jaffe Sees 'A Lot' of IPOs in 2013 'Pipeline'
Bill on Bankruptcy: Why is Kodak's Stock Soaring?
Consultant: BigLaw Growth is NOT Dead!
Bill on Bankruptcy: How Purchasers of AMR Stock Made a Killing
Heinz's Lawyer: Inside the Berkshire/3G Deal
Virgin Media's Lawyer on Liberty Global Deal
Aquila: M&A Looking Up in 2013; "The Negatives Are Built In"
Next Step in Airline M&A: Cross-Border Deals
More Law Firm Mergers in 2013
Top Five Traps for the Unwary in Spin-Offs -
A wave of corporate breakups has swept through the United States over the last few years as investors have taken notice of the fact that smaller companies focused on a...more
Businesses often acquire other businesses through an asset purchase, rather than a stock purchase, so that the buyer does not inherit the liabilities of the seller. Not all business owners realize that federal labor law...more
In This Issue:
- Chapter 1 Choice Of A Business Entity
- Chapter 2 Introduction To Federal Securities Laws
- Chapter 3 From Let’S Go Shopping To Closing: U.S. M&A Process
- Chapter 4...more
Some bargains are not as they seem. An asset-acquiring Company discovered this the hard way in Teed v. Thomas & Betts Power Solutions. In the case, at an auction, Thomas & Betts purchased the assets of a company in...more
A new federal appeals court ruling on March 26, 2013, shows the old warning "buyer beware" applies not just to used cars but also to companies....more
On January 28, 2013, the Internal Revenue Service (IRS) published a generic legal advice memorandum (GLAM), AM2012-10, addressing the timing under the consolidated return regulations of certain deductions that commonly arise...more
In this presentation:
- The Genesis – Merger Objection Cases
- The New Wave of Injunction Cases
- Say-on-Pay Injunction Cases
- Share Issuance Injunction Cases
- Post-Vote Derivative Cases
In a recent court case in British Columbia, employees who transferred employment as part of a corporate transaction were awarded monetary damages on account of lost pension benefits: Kerfoot v. Weyerhaeuser Company 2012 BCSC...more
Although human resources professionals are not always recognized for their efforts during a corporate acquisition, the work which they do behind the scenes can often make the difference between an acquisition succeeding or...more
A recent decision by the U.S. District Court of Massachusetts specifically rejects the 2007 Pension Benefit Guaranty Corporation opinion that private equity funds can be a “trade or business” potentially subject to joint and...more
In This Issue:
- Distinguishing Between Non-Competition Agreements in Employment Agreements and Those in the Sale of a Business...Page 1
- Advantages and Disadvantages of a Partnership...Page 3
- Excerpt from...more
While non-competition arrangements are subject to strict scrutiny in the context of employment agreements, enforceability is governed by a more flexible standard when the agreement arises in the context of the sale of a...more
The creation of a joint venture company with a local partner is the typical structure for pursuing a business venture in a foreign market. The article analyzes the most common issues arising out of the setting up and...more
In California, non-compete agreements are generally unenforceable pursuant to Business and Professions Code § 16600, which provides "[E]xcept as provided in this chapter, every contract by which anyone is restrained from...more
In Fillpoint, LLC, v. Maas, Case No. G045057, 2012 Cal. App. LEXIS 914 (Cal. App. Aug. 24, 2012), the California Court of Appeal for the Fourth District recently refused to enforce a covenant not to compete against the former...more
A recent California Court of Appeals decision, Fillpoint, LLC v. Maas (August 24, 2012), once again highlights California's strong fundamental public policy favoring open competition and disfavoring restrictive covenants....more
Corporate and in-house counsel not accustomed to dealing with white collar defense issues can put themselves and their clients at risk when dealing with bad actors within the company. A routine merger investigation gone wrong...more
The listless IPO and M&A markets have not been friends to young companies this past decade. “The median time from a company’s initial funding to either an IPO or an M&A exit has nearly doubled since 2000, with IPO exits now...more
In This Issue:
Key Tax Considerations for Private Equity Acquisitions and Key Employee Benefit Considerations for Private Equity Acquisitions.
Excerpt from Key Tax Considerations for Private Equity...more
The English Court of Appeal recently delivered a judgment in Chandler v Cape Plc  EWCA Civ 525 which has potentially significant implications for groups of companies. It is also a warning of contingent liabilities which...more
Notes to accompany slides for TUPE presentation at ELG Conference on 1 June 2012. Paper provides an update on the most recent TUPE cases particularly in relation to cases on service provision change (what is an activity,...more
My colleagues and I have written on this blog about all of the costly potential lawsuits the Scranton branch has spawned since Sabre acquired Dunder Mifflin. Let’s assume some of these incidents have become actual lawsuits...more
In a recent decision in the VeraSun bankruptcy cases, the U.S. Bankruptcy Court for the District of Delaware held that “change in control” agreements between former executives and the debtors are “employment contracts” under...more
In today’s corporate environment few are invincible. Even founders get fired. Founders are the men and women who follow their dreams, build companies from the ground up, often forgoing paychecks for months or years on end....more
Welcome to our Winter Newsletter.
In this edition, we look at why it may be possible for firms to make a profit when pursuing payment of overdue invoices.
A firm of surveyors must pay £18m after giving negligent...more
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