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Acquisitions Short-Form Mergers

Conyers

Cayman Islands Court of Appeal Effectively Rewrites Section 238 of the Cayman Islands’ Companies Act

Conyers on

In a recent judgment in the case of Re Changyou.com Limited, CICA (Civil) Appeal 6 of 2021, delivered on 16 September 2022, the Cayman Islands Court of Appeal has applied the interpretative provisions of section 25 and...more

Allen Matkins

Leaving California By Short-Form Merger Without Shareholder Approval Fugetaboutit!

Allen Matkins on

California, like Delaware and other states, authorizes a short-form merger procedure. Essentially, this involves a merger of a subsidiary into its parent or vice versa. Under California's statute, the parent corporation must...more

Skadden, Arps, Slate, Meagher & Flom LLP

US Finalizes CFIUS Reform: What It Means for Dealmakers and Foreign Investment

After significant deliberation and discussion, Congress passed and the president is expected to shortly sign the Foreign Investment Risk Review Modernization Act of 2018 (FIRRMA), the first legislation in over a decade to...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Sanctions in Takeover Situations: Navigating Regulatory Hurdles"

The U.S. government frequently uses sanctions as a key tool in pursuing its foreign policy agenda. As a result, transactions involving sanctioned individuals and entities (Sanctioned Persons) are often prohibited. The...more

Latham & Watkins LLP

2015 Guide to Acquiring US Public Companies

Latham & Watkins LLP on

This guide summarizes certain important considerations for acquiring a publicly traded US-based target corporation through a negotiated (i.e. “non-hostile”) tender offer, exchange offer or merger. US public companies are...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Amendments to Delaware General Corporation Law to Facilitate Short-Form Mergers in Two-Step Transactions"

On August 1, 2013, new Section 251(h) of the Delaware General Corporation Law (the DGCL) becomes effective, which will allow consummation of second-step mergers without stockholder approval following a tender or exchange...more

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