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
1/11/2024
/ Breach of Contract ,
Buyers ,
Damages ,
Elon Musk ,
Mootness Fee Applications ,
Premiums ,
Purchase Agreement ,
Sellers ,
Shareholders ,
Target Company ,
Termination Fees ,
Twitter
In a first for Canadian securities laws, on October 20, 2023 Ontario’s Capital Markets Tribunal (Tribunal) released substantive guidance on the meaning of the “necessary course of business” (NCOB) exception to the prohibition...more
11/2/2023
/ Burden of Proof ,
Capital Markets ,
CEOs ,
CFOs ,
Disclosure ,
Good Faith ,
Insider Information ,
Insider Trading ,
MNPI ,
Purchase Agreement ,
Regular Course of Business ,
Securities Act ,
Tribunals
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
7/14/2023
/ Attorney-Client Privilege ,
Buyers ,
Computer Servers ,
Confidential Information ,
Data Collection ,
Data Privacy ,
Data Retention ,
Email ,
Joint Clients ,
Policies and Procedures ,
Post-Closing Rights ,
Pre-Closing Issues ,
Privileged Communication ,
Purchase Agreement ,
Rules of Professional Conduct ,
Successors ,
Target Company