News & Analysis as of

Gun-Jumping

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States

by Latham & Watkins LLP on

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Morrison & Foerster LLP

European Commission Decision on Gun Jumping Gives Guidance on Contractual Clauses in EU Mergers

by Morrison & Foerster LLP on

On 25 July 2018, the European Commission (“the Commission”) published its decision on the Altice/PT Portugal gun jumping case. The Commission concluded that various contractual clauses allowed Altice N.V. (“Altice”) to...more

Bryan Cave Leighton Paisner

Electro Rent appeals first ever CMA fine for gun jumping.

by Bryan Cave Leighton Paisner on

An appeal has been launched against the UK competition regulator, the Competition and Markets Authority’s (CMA) first decision fining a party for gun jumping. On 20 July 2018, the Competition Appeal Tribunal (CAT)...more

K&L Gates LLP

Merger Parties Beware: ACCC Commences First Gun Jumping Cartel Prosecution

by K&L Gates LLP on

In brief: - The Australian Competition and Consumer Commission (ACCC) has commenced the first prosecution in Australia for alleged "gun jumping" (where parties to a merger commence coordinating prior to merger completion)...more

Mayer Brown Free Writings + Perspectives

Social Media Compliance Guide For Issuers, Broker-Dealers, And Advisers

[author: Trevor Starer] The use of social media raises many securities law and compliance challenges for issuers, broker-dealers, and investment advisers. This Compliance Guide summarizes briefly some key...more

Dentons

Competition Newsletter June 2018

by Dentons on

Gun jumping: The Court of Justice of the European Union states that the early implementation of operations incidental to a merger which do not themselves result in a lasting change in the control of a company is not...more

Dentons

Merger Control of International Transactions or risk associated with Gun Jumping

by Dentons on

As per the European Commission Press Release, the European Commission has recently fined Altice €125 million for gun jumping conduct — breaching the EU rules and controlling PT Portugal before obtaining merger approval....more

White & Case LLP

Global merger control: Crossing the finish line: Enforcers take aim at gun-jumping

by White & Case LLP on

Gun-jumping has been in the crosshairs of competition-law enforcers for the past decade, and recent developments show authorities across the world are taking an even tougher line. Most practitioners classify gun-jumping as...more

Kramer Levin Naftalis & Frankel LLP

Merger Control Alert - La Cour de Justice redonne de la liberté aux entreprises pour les opérations préparatoires aux opérations...

Dans un arrêt du 31 mai 2018 (aff. C-633/16, Ernst & Young), la Cour de Justice de l’Union Européenne (CJUE) précise que la dénonciation d’un accord de coopération en vue de la réalisation d’une opération de concentration qui...more

Kramer Levin Naftalis & Frankel LLP

Merger Control Alert – The European Court of Justice restores companies' freedom to implement preparatory operations for M&A...

In a judgment of 31 May 2018 (Case C-633/16, Ernst & Young), the European Court of Justice (ECJ) ruled that the termination of a cooperation agreement with a view to implementing a M&A transaction prior to its clearing under...more

Morrison & Foerster LLP

Gun-Jumping In Merger Control: No Change In Control Means No Implementation - European Court clarifies what constitutes...

by Morrison & Foerster LLP on

On 31 May 2018, the European Court of Justice (ECJ) issued its preliminary ruling inthe Ernst & Young/KPMG Denmark case on the standstill obligation in mergers prior to authorisation. The ruling clarifies that a merger is...more

Latham & Watkins LLP

The US IPO Guide - 2018 Edition

by Latham & Watkins LLP on

This is our initial public offering guide. It will help you decide whether an IPO is the right move for your company and, if so, help you make sure your IPO goes off as quickly and as smoothly as possible, without any...more

K&L Gates LLP

Brussels Regulatory Brief: June 2018

by K&L Gates LLP on

Antitrust and Competition - Gun jumping attracts increased scrutiny by the European Commission - The European Commission continues its scrutiny against breaches of the procedural obligations in the framework of the EU merger...more

Shearman & Sterling LLP

To Control or Not to Control? That Is the Question

by Shearman & Sterling LLP on

The “standstill obligation” under Article 7 of the Regulation 139/2004 on Merger Control (EUMR) prevents parties from implementing their transaction before receiving merger clearance from the European Commission (EC). Failure...more

Bryan Cave Leighton Paisner

European Court of Justice Clarifies Scope of Gun Jumping Prohibition

Over the last year, we have noted an increased crackdown by competition agencies on so-called “gun jumping” – that is, the implementation of a merger before mandatory merger clearances are received. On 31 May 2018, the...more

White & Case LLP

Global merger control: Crossing the finish line: The devil’s in the disclosure

by White & Case LLP on

Has the disclosure standard for companies been raised in the EU? In May 2017, the European Commission fined Facebook €110 million for providing incorrect information during the merger control process of its acquisition of...more

Bryan Cave Leighton Paisner

Commission imposes upon Dutch Cable & Telco company Altice a record fine of €125 million for gun jumping under the EU Merger...

by Bryan Cave Leighton Paisner on

On 24th April 2018 the European Commission announced that it had imposed a fine of €124.5 million on Altice, the multinational cable and telecommunications company based in the Netherlands, for implementing its acquisition...more

Cooley LLP

Alert: European Commission Gets Tough on Gun Jumping

by Cooley LLP on

On 24 April 2018, the European Commission fined multinational telecoms company Altice €124.5 million (c.$150 million) for breaching EU merger control rules by implementing its acquisition of Portuguese telecoms operator PT...more

McDermott Will & Emery

McDermott International Legal Highlights April 2018 - Japanese Version

by McDermott Will & Emery on

Nationalism and Cross-Border M&A: Navigating Populist Politics in Deal Making - More than half of the G20 countries voted-in campaigns that focused on harming foreign, outside interests as a means to strengthen domestic...more

McDermott Will & Emery

McDermott International Legal Highlights April 2018

by McDermott Will & Emery on

Nationalism and Cross-Border M&A: Navigating Populist Politics in Deal Making - More than half of the G20 countries voted-in campaigns that focused on harming foreign, outside interests as a means to strengthen domestic...more

Jones Day

FTC Warns Parties on Information Exchanges During M&A Due Diligence

by Jones Day on

The Situation: The Federal Trade Commission ("FTC") recently published a blog post reminding merging parties to avoid creating antitrust liability through the exchange of competitively sensitive information during merger...more

K&L Gates LLP

FTC Offers Advice on Avoiding Violations in Pre-Merger Negotiations and Due Diligence

by K&L Gates LLP on

The Federal Trade Commission (“FTC”) recently published advice to businesses on avoiding violating the antitrust laws during merger negotiations and due diligence. Businesses engaging in mergers, acquisitions, and joint...more

White and Williams LLP

FTC Issues Updated Guidance for Avoiding Antitrust Liability for “Gun Jumping” During M&A Negotiation and Due Diligence

by White and Williams LLP on

On March 20, 2018, the U.S. Federal Trade Commission (FTC) issued updated guidance regarding compliance with antitrust laws for companies considering acquisitions, mergers, or joint ventures. While the FTC recognizes that...more

Shearman & Sterling LLP

Gun-jumping and Procedural Compliance

by Shearman & Sterling LLP on

The EU and U.S. competition authorities have been and remain active in enforcing gun-jumping cases, while in recent years other competition authorities across the world, including in China, have also become increasingly...more

Shearman & Sterling LLP

FTC Warning: Don’t Overshare in Pending Deals

by Shearman & Sterling LLP on

The Federal Trade Commission (FTC) has recently re-emphasized the potential risks of antitrust violations stemming from the exchange of competitively sensitive information during pre-merger negotiations and due diligence....more

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