Mergers Acquisitions

News & Analysis as of

Creativity and Controlled Risk: A Recipe for a Successful M&A Transaction

One prevailing theme in merger and/or acquisition (M&A) transactions is risk allocation. How much risk is either the buyer or seller willing to assume? And, separately, what level of risk must either party assume in order to...more

Court Of Chancery Addresses M&A Discovery

Hamilton Partners L.P. v. Highland Capital Management L.P., C.A. 6547-VCN (February 2, 2016) - Discovery of financial information in M&A litigation, including appraisal actions, often involves two issues...more

Court of Chancery Targets “Deal Tax” Litigation By Increasing its Scrutiny of “Disclosure-Only” Settlements

M&A lawsuits and so-called “disclosure-only” settlements – where stockholder plaintiffs drop their requests to enjoin a deal and grant defendants broad releases primarily in exchange for supplemental disclosures to...more

M&A, Cybersecurity Identified as Top Areas for Healthcare General Counsels

A September 2015 Consero survey of general counsels (GCs) from mid-size to large U.S. hospital and health systems provides some interesting insight into the top issues facing legal departments....more

FTC Announces Annual Changes to HSR Thresholds (2016)

On January 21, 2016, the Federal Trade Commission (FTC) announced the annual changes to the Hart-Scott-Rodino (HSR) Act notification thresholds....more

"Majority of Say-on-Golden-Parachute Votes Receive Shareholder Support"

Pursuant to the Dodd-Frank Act, Securities and Exchange Commission rules require companies seeking shareholder approval of a merger or acquisition to also hold a separate shareholder advisory vote on disclosed...more

2015 Half-year in review M&A legal developments

We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. This review looks at these developments and gives practical guidance on...more

Manatt Digital Media: Top 10 Predictions for 2016

It's a new year, and that, of course, means it's pundit time. Last year's headline story in digital media was the rapid ascension and burgeoning number of over-the-top (OTT), cord-free streaming video services, led by...more

"CFIUS Trends Inform Cross-Border Activity"

In a reflection of current M&A activity, Committee on Foreign Investment in the United States (CFIUS) cases have shifted in their geographic and industry focuses over the years, from the United Kingdom and other locations to...more

"M&A Techniques in a Complex Environment"

While the headlines in 2015 focused on the “megadeal” transactions over $5 billion (there were at least 137 such deals in 2015, according to Thomson Reuters), many transactions involving cross-border activities required...more

"Insights Conversations: M&A"

Skadden M&A partners Steve Arcano, Tom Kennedy (moderator), Jeremy London, Amr Razzak and Rodd Schreiber discussed their perspectives on M&A activity in 2015 and the outlook for 2016. The conversation covered the current...more

A legal overview of M&A and financing transactions in Nigeria's oil and gas sector

1 Overview of M&A transactions - 1.1 Emergence of local champions - 2015 was a relatively robust year for M&A transactions in Nigeria's oil and gas industry. The majority of the transactions involved divestments...more

"Bulk Transfers of Accounts in Broker-Dealer M&A: Regulatory Developments"

The volume of acquisitions involving broker-dealer firms continues to increase as the industry experiences further consolidation and realignment. In 2015, the Financial Industry Regulatory Authority (FINRA) proposed a rule...more

"Bank Shareholders Step Up Activist Efforts as M&A Activity Picks Up"

Bank management teams and boards of directors have made shareholder activism a key area of focus in light of significant activity in 2015. With the bank M&A market showing signs of life, the most basic end-game of investor...more

"Volatility Continues in US and European High-Yield Markets"

The continuation of a strong M&A market in both the U.S. and Europe, energy companies returning to the U.S. market and quantitative easing in Europe resulted in a strong first half of 2015 for U.S. and European high-yield...more

Global Private Equity Newsletter - Winter 2016 Edition: Enhanced Investment Opportunities in 2016 for U.S. Financial Investors and...

While for some years, profitable and market leading private equity backed companies pro-actively pursued acquisition opportunities in the U.S., U.S. buyers are increasingly looking to Germany and other parts of Western Europe...more

Guide To Doing Business in Australia and New Zealand (Mandarin version)

This publication has been prepared to provide an overview to foreign investors and business people who have an interest in doing business in Australia and New Zealand. The material in this publication is intended to provide...more

Top 10 Topics for Directors in 2016: M&A Developments

M&A Developments - M&A activity has been robust in 2015 and is on track for another record year. According to Thomson Reuters, global M&A activity exceeded $3.2 trillion, with almost 32,000 deals during the first three...more

Global Private Equity Newsletter - Winter 2016 Edition: Tools for Managing Environmental Risks in Deals

When parties to an M&A deal consider most environmental risks, they essentially seek the same goals that they seek with respect to other liabilities in the deal. M&A sellers, particularly private equity sellers, seek to avoid...more

Legal Trends 2016

While global markets can be unpredictable, we have assembled some key legal trends that may help you prepare for what lies ahead in 2016. Please see full publication below for more information....more

Net Working Capital Adjustments in M&A Deals: The Buyer’s Perspective

Working capital is an important measure of a company’s liquidity. Without sufficient working capital, a business will not be able to pay suppliers, employees, landlords and other providers whose goods and services are...more

Alert: UK Supreme Court Confirms Merger Control Threshold For Business Acquisitions

Shortly before Christmas, the UK Supreme Court issued a judgment that provides important guidance on the legal test for assessing the circumstances in which UK merger control rules apply to the acquisition of business assets....more

Global Private Equity Newsletter - Winter 2016 Edition: Riding the BDC Consolidation Wave

The past 18 months have seen a wave of consolidation among business development companies (“BDCs”). Oak Hill Advisors, L.P. took over the advisory role for NGP Capital Resources Company (now OHA Investment Corporation) after...more

Smart Selling And Buying: 5 Main M&A Pitfalls to Avoid

Marcellus Shale drilling was taking off, and the owner of an oil and gas service company fielded a buyout offer from a Wall Street private equity firm. Golden opportunity, right?...more

Legal Trends: Mergers & Acquisitions

The value of Canadian deals announced to date in 2015 (all figures as of December 1, 2015) totalled approximately C$374.1-billion (US$293.5-billion), reflecting a 51 per cent increase over 2014 on an annualized basis. Deal...more

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