News & Analysis as of

Purchase Agreement Target Company

Davies Ward Phillips & Vineberg LLP

“Con Ed” Damages in Canadian Public M&A: Revisiting Cineplex v Cineworld in Light of Recent Delaware Case Law

What is a spurned seller’s recourse when a buyer walks away from a deal in breach of the purchase agreement? In private M&A, the answer is reasonably straightforward: sue the buyer to close the deal or to recover damages. In...more

Davies Ward Phillips & Vineberg LLP

Canadian Mergers & Acquisitions: A Guide for Investment Banks, Bidders and Boards, 10th edition

Davies’ Canadian Mergers & Acquisitions guide draws on our substantial cross-border M&A experience to offer guidance on both the legal framework and practical aspects of Canadian mergers and acquisitions, including critical...more

Davies Ward Phillips & Vineberg LLP

Ownership of Privileged Communications in M&A Transactions: Practical Takeaways and Recent Case Law

Traduction en cours. Can the buyer in a M&A transaction who takes possession of the seller’s or target company’s privileged communications on closing use those communications in a post-closing dispute against the seller?...more

Rivkin Radler LLP

The Earnout: Contingent Purchase Price or Compensation?

Rivkin Radler LLP on

A More Cautious Approach- Compared to the torrid pace of M&A transactions last year, the current year seems rather pedestrian. That is not to say businesses are not being sold; they are....more

Mintz Edge

Managing Multiple Bidders in the Sale of a Company

Mintz Edge on

When selling a company through a competitive auction process, a seller may have multiple bidders seeking to purchase the target company. Having multiple bidders compete to purchase the target company can be advantageous to...more

Bracewell LLP

Transaction Tax Deductions Following Tax Reform

Bracewell LLP on

In connection with the purchase and sale of the stock of a target corporation (a Corporate Target), the target often incurs various transaction costs (Transaction Costs) that may yield significant tax deductions (Transaction...more

PilieroMazza PLLC

Letter of Intent: A Seller’s Friend or Foe?

PilieroMazza PLLC on

For a business owner, the sale of the company is the final act in the life cycle of the company (TargetCo). It represents the business owner’s opportunity to cash out on and be rewarded for his or her vision, ingenuity, years...more

Latham & Watkins LLP

Acquiring a US Public Company: An Overview for the Non-US Acquirer

Latham & Watkins LLP on

In This Issue: - Introduction - The US M&A Market - Friendly or Hostile? Deciding on the Approach to a Target - The Basics: Transaction Structures A. One-Step: Statutory Merger B....more

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