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Acquisition Agreements Coronavirus/COVID-19

A&O Shearman

Delaware Court Of Chancery Grants Motion To Stay Pending Appeal Of Specific Performance Judgment Requiring Completion Of...

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On March 31, 2022, Vice Chancellor Joseph R. Slights III of the Delaware Court of Chancery ­granted the motion of CorePower Yoga, LLC and CorePower Yoga Franchising, LLC (together, “defendant”) to stay the Court’s judgment in...more

Jones Day

COVID-19 and Merger Litigation: Takeaways After Two Years

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Before the pandemic, it was generally accepted that establishing an MAE was very difficult—indeed, only one case in Delaware, 2018's Akorn v. Fresenius Kabi, had ever found that an MAE occurred. Following the pandemic, this...more

A&O Shearman

Delaware Court Of Chancery Holds COVID-19 Pandemic Did Not Excuse Purchaser’s Obligation To Complete Acquisition Of Its...

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On March 1, 2022, Vice Chancellor Joseph R. Slights of the Delaware Court of Chancery ruled in favor of plaintiff Level 4 Yoga, LLC in a breach of contract action against CorePower Yoga, LLC and CorePower Yoga Franchising,...more

Jones Day

2021 Transactional Year in Review and 2022 Forecast

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TRANSACTIONAL PERSPECTIVES ON 2022 - What are the trends, risks, and opportunities in 2022? As dealmakers recover from a record-breaking 2021, we expect another busy year in 2022. While risks in the financing market,...more

Morrison & Foerster LLP

M&A in 2021 and Trends for 2022

2021 M&A smashed U.S. and global records. The year saw the arrival of a new U.S. administration, the release of COVID-19 vaccines, as well as continued questions regarding the impact of the pandemic, including the year-end...more

Manatt, Phelps & Phillips, LLP

Financial Services Capital Markets and M&A: 2022 Off and Running

2021 is in the books…another eventful year on so many different fronts. For financial institutions, it was a year in flux, with various governmental appointments taking on new importance in the day-to-day life of banks. ...more

Stikeman Elliott LLP

Cineplex Awarded $1.24 Billion in Lost Synergies from Failed Cineworld Acquisition: Company’s Pandemic Response Not Out of the...

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In a highly anticipated decision, the Ontario Superior Court of Justice – Commercial List held that Cineworld wrongly terminated its arrangement agreement to acquire Cineplex, which was awarded substantial damages....more

Polsinelli

Ascension of Telemedicine

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In the wake of Covid-19, telehealth and telemedicine exploded as agents of change in the delivery of health care. Covid-19 forced health care providers to adapt to a “new normal” which consequently fostered a newfound...more

Womble Bond Dickinson

M&A Trends in the Opportunity Economy

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The M&A market is at a record pace in 2021. Womble Bond Dickinson attorneys D. Scott Anderson and Dean Rutley discussed the ongoing M&A boom and the factors they see impacting corporate transactions in the near future....more

Gray Reed

The Pandemic is not a MAE; Is the Ordinary Course Covenant the New MAE?

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Recent Delaware cases appear to make two things clear. First, it remains extremely unlikely that a court will find an event or occurrence to fall within the general provisions of a Material Adverse Effect condition and as a...more

White & Case LLP

Notable decisions from Delaware courts

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Williams: Court of Chancery Finds Poison Pill Unenforceable - In February, the Delaware Court of Chancery held that a shareholder rights plan (a "poison pill") adopted by The Williams Companies, Inc. at the onset of the...more

Robins Kaplan LLP

Financial Daily Dose 6.1.2021 | Top Story: China Changes Two-Child Policy in Hopes of Staving Off Coming Economic Crisis

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In a significant departure from decades of restrictive population management efforts, China’s ruling party will now permit couples to have three children—“ending a two-child policy that has failed to raise the country’s...more

Faegre Drinker Biddle & Reath LLP

How Has COVID-19 Impacted M&A Agreements?

The global outbreak of COVID-19 hit the United States in March 2020. Over a year later, it has irrevocably altered the way that M&A parties negotiate and structure agreements for the purchase and sale of private companies. ...more

Gray Reed

First Delaware COVID-19 M&A Decision

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In AB Stable VIII LLC v. Maps Hotel and Resorts One LLC et al., the Delaware Court of Chancery has published its first ruling regarding whether or not the effects of the COVID-19 pandemic constitute a material adverse effect...more

Polsinelli

The Polsinelli Pulse: Mitigating Litigation Risk at the Deal Table and Beyond - Vol. 3

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Mergers & Acquisitions And Paycheck Protection Program: Proceed With Caution - In Spring 2020, Congress adopted the CARES Act, which authorized $350 billion for the Paycheck Protection Program (“PPP”). With an additional...more

Hogan Lovells

Quarterly Corporate / M&A Decisions Update: Q4 2020

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Below is our Quarterly Corporate / M&A Decisions Update for decisions in Q4 2020. This update is designed to highlight selected important M&A, corporate, and commercial court decisions on a quarterly basis. Brief summaries of...more

Dechert LLP

Delaware Court of Chancery Issues Major Decision on COVID-Related Issues in M&A Deals, Allows Buyer to Terminate Agreement for...

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In a late night, 242-page decision, the Delaware Court of Chancery ruled that the buyer in a purchase and sale agreement was relieved of its obligation to close and could terminate the agreement as a result of the changes...more

Ward and Smith, P.A.

The Impact of COVID-19 on M&A Transactions

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As the impact of COVID-19 on financial markets continues to play out, so does its effect on M&A transactions. Many deals have been cancelled or are on hold as parties struggle with valuation, availability of financing, and...more

King & Spalding

M&A Purchase Price Considerations in the Context of COVID-19

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Much like everything else in the world, M&A transactions must adjust in order to account for the impact of COVID-19. Arguably the most important feature in any M&A transaction is the purchase price. Set forth below are...more

King & Spalding

COVID-19’s Impact on Acquisition Agreements and M&A Deal Processes

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When approaching a potential new M&A transaction in the face of the volatility and unpredictability created by COVID-19, dealmakers should consider a range of topics in order to determine how to best protect their interests...more

Goulston & Storrs PC

COVID Impact as a Standalone Indemnity in M&A Transactions

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Introduction - The COVID virus has ushered in unprecedented and challenging times for our country and the global community. From the deeply personal pain and suffering caused by the virus as a health pandemic to behavioral...more

Seyfarth Shaw LLP

An M&A Guidebook for a Post-Pandemic World

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COVID-19 has created unparalleled uncertainty for nearly all businesses since companies are unable to predict when and how businesses and consumers will resume buying their goods and services. This unpredictability has made...more

Morgan Lewis

Navigating PPP Loans In M&A Transactions

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The Coronavirus Aid, Relief, and Economic Security (CARES) Act, among other economic stimulus measures, provides targeted relief to small businesses through its Paycheck Protection Program (PPP). The PPP and other government...more

Kramer Levin Naftalis & Frankel LLP

COVID-19 as a Material Adverse Effect? A Discussion of Recent Cases

The outbreak of the novel coronavirus disease 2019 (COVID-19) and the uncertainty surrounding its long-term implications have caused a noticeable disruption in the consummation of mergers and acquisitions (M&A) transactions....more

Morgan Lewis

Sports Investment Amid COVID-19: Playing Smart in Turbulent Times

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Investors pursing global investment opportunities across the sports industry should be aware of the key considerations likely to apply to the M&A process amid the coronavirus (COVID-19) pandemic....more

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