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General Business Mergers & Acquisitions

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

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Walmart’s shares took a hit yesterday on Q4 results that showed slowing online sales and below-expected earnings despite a rise in revenue....more

Delaware Supreme Court Finds Failure To Disclose Director Dissent In M&A Transaction Material

The Delaware Supreme Court found the failure to disclose the Chairman of the Board’s dissent to a tender offer in a Schedule 14D-9 to be material in Appel v. Berkman. ...more

2018 Antitrust Outlook – Another Year Of Uncertainty

by Foley & Lardner LLP on

The antitrust outlook in the United States in 2018 continues to present uncertainty. Below, we look to identify some sources of that uncertainty and offer some predictions for industries, including the auto industry, for the...more

Has Australia's Takeovers Panel Turned the "Tap" on to More "Association" Proceedings?

by Jones Day on

The Situation: A major shareholder of Tap Oil Limited, a company listed on ASX, gave notice of an intention to spill the board, to remove all but one of the current directors, through a general meeting of shareholders. The...more

CFIUS: Evolution Yields to Revolution

by Jones Day on

While 2017 was an evolutionary year for the Committee on Foreign Investment in the United States ("CFIUS"), 2018 portends to be a revolutionary year. A number of factors, including a new President, growing concerns over...more

Australian Government Further Tightens FIRB Controls, Now Over Critical Electricity Assets

by Jones Day on

In early 2016, the Australian Government announced the introduction of new standard tax conditions and appeared to indicate that the conditions would be applied universally to all foreign investment approvals. Later that...more

Australian Government Tries to "Level the Playing Field" for Purchases of Agricultural Land

by Jones Day on

On 1 February 2018, the Treasurer of Australia announced that going forward, foreign persons seeking approval for the acquisition of Australian agricultural land will, in the absence of exceptional circumstances, need to...more

Senior EU Court Adviser Provides Welcome Guidance on Gun-Jumping

by WilmerHale on

EU and US laws prohibit merging companies from implementing reportable transactions until their deal is cleared or the statutory waiting period has expired. Violations of this principle are colloquially known as “gun-jumping”...more

BlackRock Talks…And U.S. Companies Must Listen

In BlackRock CEO and Co-founder Larry Fink’s annual letter to companies on January 16, he issued a call to action for companies to have “a clear sense of purpose.” To BlackRock, having “a clear sense of purpose” means much...more

Don’t Let a Transaction Void Your Coverage: Understanding Change of Control Provisions in D&O Policies

by Polsinelli on

Financial analysts report that corporate and private equity executives are anticipating an increase in mergers & acquisitions activity in 2018, both in the number and size of Transactions. ...more

EU & Competition Law Update - February 2018

by Bryan Cave on

Does the EU’s Qualcomm fine represent efficient justice? As widely reported, on 24 January 2018, the EU Commission fined Qualcomm €997m for abusing its dominant position in LTE baseband chipsets....more

Market Update: Delayed Draw Term Loans

by Ropes & Gray LLP on

Historically, delayed draw term loans (“DDTLs”) were generally seen in the middle market, non-syndicated world of leveraged loans. DDTLs were used in bespoke arrangements by borrowers who wanted to get incremental committed...more

FTC testimony underscores agency's views on certificate-of-need laws and competition in health care markets

by Dentons on

Staff from the Federal Trade Commission (FTC) appeared before the Alaska Senate Committee on Labor and Commerce on February 6, 2018, to present the FTC’s views on certificate-of-need (CON) laws and to support the repeal of...more

Is Apple’s Shazam acquisition the next Facebook-Instagram-Whatsapp?

by Bryan Cave on

On 6 February 2018, the EU Commission announced that it had accepted a referral request from a number of EU countries to assess Apple’s acquisition of Shazam, a UK based developer and distributor of music recognition...more

CFIUS and China: Separating Fact from Fiction

No, the Committee on Foreign Investment in the United States has not put a halt to acquisitions of U.S. companies by China-based purchasers. ??????????????????????????????????? Three recently cleared transactions...more

FTC Announces Hart-Scott-Rodino Thresholds for 2018

by Jackson Walker on

On January 29, 2018, the Federal Trade Commission (the “FTC”) published in the Federal Register adjusted jurisdictional and filing fee thresholds under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

The UK’s Serious Fraud Office unveiled new charges against Barclays Bank yesterday over a $3 billion loan it made to Qatar in 2008 for the purpose of “allowing the firm to directly or indirectly acquire shares in Barclays...more

Section 809 Panel Releases First Volume of Recommendations for the Overhaul of DoD’s Acquisition Process

by Bass, Berry & Sims PLC on

In 2016, Congress instructed the Department of Defense (DoD) to review its procurement regulations by convening a panel of procurement professionals—from both the public and private sectors. This panel became known as the...more

DOJ Toughens Antitrust Consent Decree Enforcement

by Jones Day on

The Situation: The U.S. Department of Justice Antitrust Division ("DOJ") has adopted new terms in recent consent decrees that enhance DOJ's ability to enforce its settlements, most importantly by lowering the evidentiary...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

As we hold our breaths at the opening bell to see if last week’s volatility continues, we consider the impact of computer-driven index funds on that market rollercoaster....more

Impact of Recent Tax Legislation on M&A Transactions

by Proskauer - Tax Talks on

This post outlines at a high-level certain provisions under the recently enacted 2017 tax legislation (Pub. L. 115-97, the “Tax Act”) that may affect M&A Transactions. Some of these rules are very complex, particularly in...more

2018 EU Trade, Regulatory and Competition Trends

Our “trends for 2018” are only a selection of interesting developments to watch for in 2018. Within the political and legislative cycle of the European Union, 2018 promises to be an eventful year, given that it is the last...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Volatility was again the name of the game on Thursday in the US markets, which closed down nearly 4% again and headed into official “correction” territory....more

Blog: The Cooley Outlook for 2018 M&A

by Cooley LLP on

What’s on tap for 2018 M&A? A recap of 2017 trends and the Cooley outlook on this year’s dealmaking: - Buying Innovation: Retention and Non-Competes. For both old-line companies and tech giants, innovation is the name of...more

Tried and trusted: US M&A in 2017: Searching for the next big thing: Healthcare M&A

by White & Case LLP on

The hunt for blockbuster drugs is driving activity within the sector, while technology firms’ increasing presence in the market will be an area to watch in 2018. Despite a fall in headline figures, the healthcare sector...more

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