FCPA Compliance and Ethics Report-Episode 158-Jeff Lurie on pre-acquisition M&A protocols
Private Equity's Inversion Excursion: Pepper Hamilton Talks Tax With the Deal
Keeping Your Due Diligence System Manageable March 31, 2014
The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Take Private
The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions is Locked Box
The Deal Video: Pepper Hamilton's Ed Dartley Talks Valuations
Polsinelli Podcast - Going it Alone: Factors Independent Hospitals Should Consider Before Joining a Hospital System
The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Best Efforts
Bill on Bankruptcy: Big Time Lawyers Pricing Themselves Out
The Deal's 2nd half M&A scene: Interview with Spencer Klein, Morrison Foerster
A Price Worth Paying?
IP Assets in M&A by Richard Hsu
Axiom Law: BigLaw's Friend or Enemy?
WHAT ROLE WILL THE GOVERNMENT OF KOREA PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?
The Korean government takes an active, investor-friendly role in approving and regulating foreign direct investment....more
Craft beer is at a turning point in the history of the industry. Craft beer has grown dramatically (about 20% in 2014) during a time when overall beer consumption has increased only 0.5%.1 This has changed everything -- from...more
The new law, Assembly Bill 359, will require that, upon a “change in control” of a “grocery establishment,” the seller must prepare a list of “specified eligible grocery workers” for a successor grocery employer, which would...more
This Glossary is designed to provide law students taking Securities Regulation with a tool that will assist them in learning the basic language of securities law and achieve a working knowledge of the fundamental principles...more
WHAT ROLE WILL THE GOVERNMENT OF JAPAN PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?
Generally speaking, foreigners can conduct business in Japan on an equal legal footing with Japanese citizens. The...more
This Glossary contains many of the important terms and definitions used in the M&A world. The Glossary is not exhaustive, however. Like most areas of the law, M&A is a highly complex subject that involves several legal and...more
Representation and warranty insurance (R&WI) has become an integral component of the M&A landscape and is here to stay. The data speaks for itself: in 2014, more than 700 U.S. R&WI policies were issued, which was double the...more
1. WHAT ROLE WILL THE GOVERNMENT OF INDONESIA PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?
The existing Indonesian Investment Act is Law No. 25 of 2007, passed by the Indonesian House of Representatives...more
Expedia, Inc. (“Expedia”) is in the works to acquire Orbitz Worldwide, Inc. (“Orbitz”) for $1.6 billion dollars. This news arrives on the heels of Expedia’s purchase of Travelocity for $280 million in January, 2015. The...more
1. WHAT ROLE WILL THE GOVERNMENT OF INDIA PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?
Historically, India has been a regulated economy since its independence. The government of India (GOI) launched a new...more
Hong Kong is always rated as one of the world’s freest economies, one of the reasons being that the government has always adopted the approach of nonintervention.
Hong Kong strives to attract more foreign investors to...more
1. WHAT ROLE WILL THE GOVERNMENT OF CHINA PLAY IN APPROVING AND REGULATING FOREIGN DIRECT INVESTMENT?
In the past, foreign investment in China was highly regulated. However, following China’s entry into WTO in 2001,...more
This outline discusses, in plain English, the regulatory provisions called into play under IRC § 367(b) on acquisitive mergers and other non-divisive corporate reorganizations. A Section 367(b) acquisitive reorganization...more
As discussed in our March 2014 and April 2015 newsletters, in the last few years, there have been numerous developments in the law and practice surrounding appraisal rights under Delaware law. That trend has continued with...more
Recently enacted amendments to the Delaware General Corporation Law will prohibit the certificates of incorporation and bylaws of Delaware corporations from including "loser pays" litigation provisions with respect to...more
According to data supplied by the companies (pdf), Aetna is the larger of the companies, with 23.67 million medical members to Humana’s 9.77 million. Aetna also has a larger dental insurance business, with 15.56 million...more
TRADE PRACTICES AND CONSUMER PROTECTION -
New Zealand has extensive laws dealing with trade practices and consumer protection matters.
TRADE PRACTICES -
Competitive business activity in New Zealand is...more
These 13 straightforward pointers can guide your due diligence in relation to trademarks -
Lists of assets are a key part of merger and acquisition transactions. When those assets include patents, the transaction...more
The SEC has published 11 Compliance and Disclosure Interpretations related to Regulation A+ — numbered 182.01 through 182.11 under Securities Act Rules. Highlights are:
- Twitter is allowed for testing the waters! ...more
The Philippine Congress has passed, and President Benigno Aquino III is expected to sign into law, the Philippine Competition Act. The law, which aims to safeguard fair and competitive market conditions, marks the nation’s...more
The Securities and Exchange Commission’s Advisory Committee on Small and Emerging Companies (Committee) met on June 3 to discuss various topics including (1) SEC rules with respect to intrastate crowdfunding; (2) the...more
A New York man has agreed to pay almost $4.5 million to settle charges by the SEC that he violated Section 15(a) of the Exchange Act by acting as an unregistered broker-dealer. According to the SEC, starting in 2010 Joshua A....more
When buying a private company controlled by a private equity sponsor but with a substantial number of other shareholders, a common technique to avoid the need to obtain signatures from all the shareholders to a stock purchase...more
What Revlon Doesn't Require
- Two decisions by the Delaware courts (In re Family Dollar Stores, Inc. and C&J Energy Services Inc. v. City of Miami General Employees' and Sanitation Employees' Retirement Trust have more...more
Looking back on 2014: The return of the billion dollar transactions -
In recent years, insurance companies have largely focused on improving their performance by cutting costs amidst a slow post-global financial crisis...more
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