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Mergers

Holland & Knight LLP

How SBA's Proposed Size, Status Recertifications Rule Could Impact Small Business M&A

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The U.S. Small Business Administration (SBA) on Aug. 23, 2024, issued a Proposed Rule that significantly changes the effect of recertifications of size and socioeconomic status under set-aside contracts following a merger or...more

Cooley LLP

As CFIUS Announces Significant Penalties, Companies and Investors Confront a Shift in CFIUS Filing Cost-Benefit Dynamics

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On the heels of releasing its 2023 Annual Report to Congress, the Committee on Foreign Investment in the United States (CFIUS) publicly announced six new penalties on parties that failed to comply with CFIUS requirements in...more

Blake, Cassels & Graydon LLP

Avantage concurrentiel par Blakes : mise à jour de septembre 2024

Bienvenue à l’édition de septembre de l’infolettre Avantage concurrentiel par Blakes, une publication mensuelle des groupes Concurrence et antitrust et Investissement étranger de Blakes. Avantage concurrentiel par Blakes...more

Cooley LLP

NYSE withdraws proposal to extend time period for completion of de-SPAC transaction

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In April, the NYSE proposed a rule change that would have amended Section 102.06 of the Listed Company Manual to allow a SPAC to “remain listed until forty-two months from its original listing date if it has entered into a...more

Hogan Lovells

Five takeaways from the European Commission’s first commitments case under the Foreign Subsidies Regulation

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For the first time, the European Commission has accepted commitments in a merger case reviewed under the EU Foreign Subsidies Regulation. What can we learn from the Commission’s announcement to clear the deal? We set out...more

Goodwin

Adjustment Escrows in M&A: Why the 1% Rule Doesn’t Always Apply

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What is the typical size of an adjustment escrow? A common rule of thumb is 1% of overall deal value, but the size varies depending on deal value and the underlying characteristics of the business (including the net working...more

Skadden, Arps, Slate, Meagher & Flom LLP

Uptick in the Value of Megadeals and Sponsor Transactions Signal a Further M&A Rebound

Aggregate global M&A deal value is up significantly in 2024 (even though deal volume is down), driven in large part by the announcement of megadeals in the U.S., and reflecting an appetite for dealmaking in the medium term....more

Fenwick & West LLP

New Regulatory Challenges for Private Equity and Hedge Fund Healthcare Transactions: Understanding the Impact of California’s AB...

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California’s healthcare ecosystem may soon experience significant regulatory changes as Assembly Bill 3129 (AB 3129) heads to Gov. Gavin Newsom's desk for approval....more

Cadwalader, Wickersham & Taft LLP

Second Circuit Affirms Dismissal of Securities Fraud Class Action Alleging Undisclosed Projections

In Maso Cap. Invs. Ltd. v. E-House (China) Holdings Ltd., No. 22-355 (2d Cir. June 10, 2024), the United States Court of Appeals for the Second Circuit affirmed the district court’s dismissal of a putative securities-fraud...more

Arnall Golden Gregory LLP

AGG Talks: Women in Tech Law Podcast - Episode 4: Preparing for a Transaction? What Emerging Growth Companies Need to Know

In this episode, AGG Corporate partner and member of the firm’s Women in Tech Law, Paula Nagarajan, is joined by Jenea Bradley, an audit partner at Deloitte, to discuss the critical aspects of preparing for a transaction,...more

Orrick, Herrington & Sutcliffe LLP

DOJ announces its withdrawal from the 1995 Bank Merger Guidelines

On September 17, the DOJ announced its withdrawal from the 1995 Bank Merger Guidelines, stating the 2023 Merger Guidelines will be the only authoritative statement across all industries. This decision followed collaboration...more

Orrick, Herrington & Sutcliffe LLP

OCC releases final rule on the Bank Merger Act

On September 17, the OCC approved a final rule amending its procedures for reviewing applications under the Bank Merger Act. The rule will aim to provide clearer guidelines for institutions regarding the OCC’s review process...more

Nelson Mullins Riley & Scarborough LLP

New OCC Bank Merger Act (BMA) Guidance

The Office of the Comptroller of the Currency (OCC) released guidance regarding its planned changes to the Bank Merger Act (BMA).  The New Rule: Explicitly adds financial stability as a key factor for assessing mergers,...more

Baker Botts L.L.P.

Competition Currents: Summer's Hottest Headlines and Future Forecast

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Put down the lemonade and break out the pumpkin spice: summer is coming to an end. And while you were in the pool – or maybe just answering emails poolside – the antitrust agencies showed no signs of a summer slowdown. Before...more

Goodwin

Antitrust & Competition Healthcare Quarterly Update Q2 2024

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In the second quarter, federal and state antitrust enforcers continued their intense scrutiny of consolidation in the healthcare market by implementing new initiatives and laws designed to gather additional information...more

Cooley LLP

What’s Going On With Trump’s Lockup?

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The impending expiration of the lockup agreement in the context of Trump Media & Technology Group Corp. (Nasdaq: DJT) raises some fascinating legal issues, as well as a once-in-a-lifetime case study on the market implications...more

Cooley LLP

13 Top Considerations for Tackling a Merger of Equals Transaction Like a Mastermind

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Just like the romantic union of global pop superstar Taylor Swift and Super Bowl champion Travis Kelce, in the business world, combinations of similarly sized companies – or so-called mergers of equals – can yield positive...more

Morgan Lewis

Competition Commission of India Provides Updated Deal Value Threshold

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Revising the merger control regime in India, the Ministry of Corporate Affairs on September 10 implemented certain provisions of the Competition Act, 2002 and Competition (Amendment) Act, 2023, and the Competition Commission...more

Kohrman Jackson & Krantz LLP

Revolutionizing M&A Due Diligence: How AI Tools Enhance Efficiency and Accuracy

In the realm of mergers and acquisitions (M&A), due diligence is a critical phase where a buyer’s acquisition team assesses potential risks and opportunities before finalizing the terms of an agreement to purchase its target...more

Schwabe, Williamson & Wyatt PC

Planning a Transaction in an Election Year? Stay The Course and Get Prepared

After slow deal flow last year, 2024 was expected to bring a resurgence in mergers and acquisitions as inflation eased and financing improved. In the first half of this year, transactions in the U.S. increased 6% over the...more

White & Case LLP

Land of the rising dissension: Japanese shareholder activism in focus

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A perfect storm of volatile market conditions and investor demands is brewing in Japan, fostering an environment ripe for increased shareholder activism in 2025 - Global shareholder activism surged in the first half of...more

White & Case LLP

High anxiety or real opportunity? Distressed M&A in Europe

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The number of distressed deals reaches record highs as challenging market conditions take their toll - European M&A saw a solid uplift in value in the first half of 2024. Western Europe saw US$390 billion of deals—a rise...more

Fisher Phillips

Guide Through The Mexican M&A Labyrinth: Top 10 Labor and Employment Considerations for Foreign Investors

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Una versión en español de esta Insight está disponible haciendo clic arriba. For foreign companies contemplating a merger with or acquisition of a Mexican company, understanding the labor landscape is crucial. Mexico’s...more

White & Case LLP

UK FDI Update: Key takeaways from the latest NSIA Annual Report

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The third Annual Report on the UK's National Security and Investment Act provides some valuable insights into the review process and how it continues to develop. We explore some of the key metrics and trends and what they...more

Womble Bond Dickinson

Earnout Deals Surge in Uncertain Times – What M&A Professionals Need to Know About Earnouts

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The M&A market has witnessed a major increase in the use of earnout deal terms after 2021. The number of deals with earnout provisions jumped from around 20% in 2021 to 33% in 2023....more

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