FCA Implications for M&A Transactions
Quality Of Earnings: Making The Most Of M&A Transactions
Cyberside Chats: New Year Resolution - No More M&A Until We Understand the Cyber Risk First
Krista Muszak and Louis Perold on M&A Due Diligence in Emerging Markets
Strategic Growth Paths of Top Small Business Government Contractors
Understanding SPAC Transactions: What it Takes to Be “SPAC Ready"
A CFIUS Roundup: Polaris Financial
The M&A Word of the Day® from the Book of Jargon® Is Naked No Vote
The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Revlon Doctrine
Suppose you are an avid fan of the English Premier League (the “EPL”) like I am. In that case, you have likely heard or read about the ensuing arbitration between Manchester City Football Club and the EPL over the EPL’s...more
For an organization to succeed in the market, it must have a solid reputation; negative public perception resulting from unethical conduct, adverse legal and regulatory actions, and harmful business practices can result in...more
Due diligence may not be glamorous, but it is the bedrock of a successful deal. Put simply, due diligence is the process of meticulously examining every nook and cranny of a target company’s operations, finances, and legal...more
Exiting a business, whether you are a serial entrepreneur looking to move on to the next project or a healthcare provider like a physician or therapist who has nurtured your practice for decades, can be difficult. After all,...more
The venture capital markets are experiencing a prolonged expansion in both the number and type of investors willing to make minority (non-controlling) investments. This heightened competition for investment opportunities and...more
In a letter ruling, the Delaware Chancery Court held that where neither the target nor the acquiror was a Delaware entity, the transaction documents between the parties could not confer jurisdiction in the Chancery Court...more
As our colleague John Bennett has recently commented in his insight, hopeful undercurrents remain about the potential of increased activity in the real estate investment market for 2024. When the penny does drop, a highly...more
Environmental, social, and governance (ESG) considerations are playing an increasingly important role in M&A transactions. In any given deal, however, it can be challenging to assess ESG factors, to perform ESG due diligence,...more
This year’s proxy season saw a significant increase in the number of companies rejecting director nominations by dissident stockholders due to purported non-compliance with the company’s advance notice bylaws....more
From 2020 to 2022, EBITDA became almost as prevalent as revenue metrics for determining earnout payments, according to analysis of the Goodwin Private Equity Deals Database. In 2022, EBITDA was used in 40% of earnouts, up 22%...more
In our last installment, we discussed some of the initial steps involved in the process of selling a dental practice, including preparing your practice for sale and finding a potential suitor. Specifically, we described ways...more
Artificial Intelligence has the potential to be the next transformational technology, and as adoption of AI-powered tools continues to increase, deal activity in the AI space will follow. Regulators and law makers are...more
The U.S. Supreme Court’s decision in Students for Fair Admissions, Inc. v. President and Fellows of Harvard Coll., No. 20-1199, 600 U.S. – (U.S. June 29, 2023) has opened the door to future legal challenges against DE&I...more
Changing market dynamics have led buyers to assess available options to address post-closing target company issues. Amid the buoyant market of 2021 and early 2022, compressed deal timelines and frenzied competition...more
In mergers and acquisitions, the False Claims Act is an important consideration that both buyers and sellers need to address, particularly if the target company is the focus of an FCA investigation. It’s also important for...more
Find out why a quality of earnings report is vital for the due diligence of M&A transactions or investing in a business....more
You have identified an Israeli target company to purchase. Now the question is – how to structure the acquisition? There are two traditional routes in Israeli private M&A transactions. The first is to purchase the shares of...more
Gregg Laswell, Managing Director in Opportune LLP’s Complex Financial Reporting and Restructuring practices, and Allison Firestone, Director in Opportune LLP’s Restructuring practice, discuss why quality of earnings reports...more
Due diligence during a merger or acquisition is difficult even in the best of circumstances. There is only so much you can see and so much time to see it before the deal closes. Add the complexities of a pandemic and business...more
November has seen a number of developments in preparation for full implementation on 4 January 2022 of the UK’s new investment screening regime, the National Security & Investment Act. The Government has updated and...more
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
Companies with business operations in Japan should review due diligence procedures and internal policy regarding small facilitation payments to ensure they are consistent with new guidance from METI. In May 2021, the...more
Although Special Purpose Acquisition Companies (SPACs) have been around for decades, only recently have they experienced an incredible surge in popularity and, inevitably, attention from regulators and plaintiffs’ law firms....more