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EBITDA Acquisition Agreements

Stikeman Elliott LLP

Choose Your Words Carefully: Three Recent Earnout Cases Under Delaware Law

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When the prospects of an acquired business are uncertain, an earnout can bridge the valuation gap between buyer and seller and help get the deal done. Taking this route is not without risk, however, particularly where...more

Goulston & Storrs PC

Earnout Provisions

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Market Trends: What You Need to Know - As shown in the American Bar Association’s Private Target Mergers and Acquisitions Deal Points Studies: - Earnout provisions were included in 20% of the deals reported in the...more

King & Spalding

M&A Purchase Price Considerations in the Context of COVID-19

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Much like everything else in the world, M&A transactions must adjust in order to account for the impact of COVID-19. Arguably the most important feature in any M&A transaction is the purchase price. Set forth below are...more

K&L Gates LLP

COVID-19: Implications on M&A Transactions

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As the spread of COVID-19 continues to accelerate throughout the world and the financial markets experience increasing amounts of turmoil, companies engaged in mergers and acquisitions are grappling with increased risk and...more

Proskauer Rose LLP

Coronavirus: Private Credit Lenders

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The unexpected emergence of the COVID-19 virus presents a wide range of new challenges and opportunities. The initial reaction of the syndicated market has been to pull back. In these times, private credit lenders act as...more

Carlton Fields

Under the Microscope: Dissecting Errors to Evaluate RWI Damage Claims

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After an M&A transaction, a buyer may discover certain misrepresentations as to the target company’s historical reserves. These misrepresentations often result in a RWI claim by the acquiring company. In these cases, it is...more

Carlton Fields

Valuing Income Statement Breaches in Transactional Insurance Claims

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Once it has been determined that a breach of a financial statement representation in an acquisition agreement has occurred—specifically with respect to an identified income statement—the question arises as to the quantum of...more

Troutman Pepper

Mergers & Acquisitions 2019: USA Chapter

Troutman Pepper on

2018 M&A Numbers - Following 2017’s market decline, overall M&A volume trended in a positive direction in 2018. While the almost 20,000 transactions closed globally in 2018 did represent a 15 percent drop from the previous...more

Hogan Lovells

M&A Update - Delaware Court Of Chancery Makes Notable MAE Finding, Allows Fresenius To Terminate Proposed US$4.3 Billion...

Hogan Lovells on

On October 1, 2018, the Delaware Court of Chancery issued a post-trial opinion by Vice Chancellor Laster in which the court determined that Fresenius Kabi AG validly terminated its proposed US$4.3 billion acquisition of...more

Hogan Lovells

Corporate News - February 2017

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A monthly newsletter covering topics of interest in the field of UK corporate law including mergers and acquisitions, listed companies, equity capital markets, corporate governance and general company law. ...more

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