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Read need-to-know updates, commentary, and analysis on General Business issues written by leading professionals.

The Hidden Risks of MOFCOM’s Simplified Procedure

Three years ago, China’s Ministry of Commerce (MOFCOM) introduced a simplified merger review procedure to reduce the review time for transactions that do not pose significant competitive or industrial policy concerns in...more

Delaware Courts Continue to Define Appropriate Valuation Methodologies for Statutory Appraisal

Statutory appraisal actions remain one of the most closely watched areas of Delaware corporate law, and there have been significant developments in Delaware appraisal law. Recently, the Delaware Supreme Court provided...more

The Rise of Western Protectionism Is Set to Impact Global M&A

by Proskauer Rose LLP on

This year has seen a surge in western protectionist sentiment as a number of countries have sought to introduce legislation to tighten their laws on foreign investment and public interest issues. In Europe, the European...more

THE LATEST: DOJ Antitrust Chief Casts Doubt on Using “Behavioral Remedies” to Fix Problematic “Vertical” Mergers

by McDermott Will & Emery on

WHAT HAPPENED: ..On Thursday, November 16, 2017, newly confirmed Assistant Attorney General for Antitrust Makan Delrahim, speaking at the American Bar Association Section of Antitrust Law’s Fall Forum, explained where...more

National security reviews 2017: A global perspective — Canada

by White & Case LLP on

While few deals are challenged in Canada, national security reviews are becoming more common and complex - The Investment Review Division (IRD), which is part of the Ministry of Innovation, Science and Economic...more

Pharma and Biotech: Key Trends and Legal Risks

by Latham & Watkins LLP on

How to thrive amid uncertainty? This was the question we explored at the 35th FT Global Pharmaceutical and Biotechnology Conference. Here are five key industry trends and corresponding practical legal tips to help companies...more

PilieroMazza Legal Advisor - Fourth Quarter 2017

by PilieroMazza PLLC on

Business and Corporate Special Issue - We are excited to bring you this special edition of The Legal Advisor focused on our Business & Corporate Group. The articles in this issue highlight the diverse array of matters...more

Lessons for Private Equity Shareholders and Merging Parties from the FTC’s Challenge of Red Ventures/Bankrate

by Goodwin on

The Federal Trade Commission recently challenged Red Ventures’ proposed $1.4 billion acquisition of Bankrate, alleging it would lessen competition in the market for third-party paid referral services for senior living...more

Pace of M&A Deals in Social Media Industry Slows After Record Year

Technology-company M&A slowed down significantly over the last year, with deal volume down by 15% across the globe in Q3 of 2017 compared to Q3 of 2016, and a $37 billion decline to $119 billion in Q3 2017 tech-company deal...more

PA PUC Approves PA-American Water’s Fair Market Value Acquisition of McKeesport Wastewater System

by Cozen O'Connor on

In one of the first acquisitions to be decided pursuant to a 2016 amendment to the Pennsylvania Public Utility Code (Code) that allows a public utility to rate base fair market value instead of depreciated original cost, the...more

Beware of “Gun Jumping”: EU Court Upholds EUR 20 Million Fine Imposed On Norwegian Seafood Company

by McDermott Will & Emery on

Between 2012 and 2013, Marine Harvest ASA (“Marine Harvest”), a Norwegian seafood company, acquired Morpol ASA (“Morpol”), a Norwegian producer and processor of salmon. Marine Harvest notified the transaction to the European...more

FY 2018 Forecasts: Items of Interest in Contracting, Small Business, and M&A

In the final post of our 2018 Fiscal Year Forecast series, Kevin Mullen and Damien Specht focus on the use of Low Price Technically Acceptable (LPTA) contracts, the mounting backlog of security clearance applications, the...more

Japan Legal Update - Volume 30 | October 2017

by Jones Day on

Labor & Employment - Outline of Japanese Legislation for the Promotion of Work Style Reform Held Reasonable - On September 8, 2017, Japan's Labour Policy Council announced its opinion that the "Outline of Legislation...more

Houston Court of Appeals Finds Pre-PSA Emails Created Binding Contract

by Winstead PC on

The use of email in modern transactions is pervasive. Few negotiating parties consider, however, the possibility that those emails may create a binding obligation when the transaction requires finalization through a formal...more

UK mergers regime - Government prioritising national security

by Allen & Overy LLP on

On 17 October 2017 the UK Government published a Green Paper heralding reform of national security and infrastructure investment review in the UK (the Green Paper). Specifically, the Government is seeking to strengthen...more

Getting Your Ducks in a Row

by Bowditch & Dewey on

This past August, Sapporo bought Anchor Brewing. Anheuser-Busch InBev has bought Wicked Weed, Four Peaks, and many more breweries. If and when your turn comes, will you be ready? Here are a few things craft breweries can do...more

Cyber Risk a Modern Concern for M&A Dealmakers

by Latham & Watkins LLP on

Amid a growing number of high-profile corporate data breaches, cybersecurity is now a key issue for strategic acquirers. Thehack of Yahoo, which came to light midway through its 2016 takeover by Verizon, resulted in a US$350...more

Traditional UK Employment Law Means Gig Economy Transactions Could Be Hard Work For M&A Deal Teams

by Latham & Watkins LLP on

Companies operating in the “gig economy”, using a largely self-employed workforce, have enjoyed enormous growth in recent years and have made popular M&A targets. In the UK, these companies have come into conflict with...more

Break Fees Can Cause Broken M&A Deals

by Latham & Watkins LLP on

Given ongoing competition between buyers in a strong sellers’ market, the resilience of seller break fees as a feature of the European M&A market is surprising. According to the Latham & Watkins 2017 European Private M&A...more

Chinese Acquisitions in the EU: The Climate Is Getting Rougher

by Shearman & Sterling LLP on

In response to a significant increase in acquisitions of companies in the EU by Chinese buyers in recent years, the foreign (i.e., non-EU) investment review legal framework in the EU is currently undergoing a change towards...more

Reminder: Equity Compensation May Require Personal, Individual HSR Filings

by Goodwin on

Do you receive any form of equity-based compensation? Does your company grant any form of equity-based compensation? If so, it is critical to remember that common equity-based compensation, such as option exercises,...more

Global Private Equity Newsletter - Fall 2017 Edition: Update: Purchase Price Adjustment Disputes: Drafters Continue to Beware

by Dechert LLP on

In the Spring 2017 edition of Dechert’s Global Private Equity Newsletter, we reviewed the Delaware Court of Chancery’s decision in Chicago Bridge & Iron Company N.V. v. Westinghouse Electric Company LLC and WSW Acquisition...more

Court Holds That Attorneys Acted As An Escrow Agent And Could Be Sued For Breach Of Fiduciary Duty By A Non-Client

by Winstead PC on

In Alexander O&G, LLC v. Nomad Land & Energy Res., LLC, Nomad entered into a Purchase and Sale Agreement (“PSA”) with Alexander O&G, LLC (“AOG”) for the sale of oil and gas interests. No. H-16-2065, 2017 U.S. Dist. LEXIS...more

Big data may become big antitrust concern

by DLA Piper on

Big data is transforming business, and increasingly, it is becoming a subject of concern for antitrust authorities. So far, much of the focus has come from European regulators, who are beginning to consider the role of big...more

An Update on Foreign Investment Control in Germany

by McDermott Will & Emery on

The German government recently tightened regulations on foreign investments in Germany in order to restrict non-EU/foreign acquisitions of German companies in certain industries. On 18 July 2017 an amendment to the German...more

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