News & Analysis as of

Merger Agreements

Jackson Walker

Texas Business Court Holds Future Governance Rights Do Not Create Present Affiliate Status

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In Energy Founders Fund, LP v. Daskevich, Judge Brian Stagner addressed a recurring issue in M&A transactions: when should affiliate status be measured? The court’s answer was unequivocal: at the time of the transaction,...more

A&O Shearman

Delaware Court Of Chancery Largely Dismisses Post-Merger Earnout Claims

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On May 1, 2026, Vice Chancellor Bonnie W. David of the Delaware Court of Chancery largely granted a motion to dismiss claims for fraud, breach of contract, and breach of the implied covenant of good faith and fair dealing,...more

Mogin Law LLP

Today’s Race for GenAI Dominance Threatens Competition Tomorrow

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AI-related deal activity so far this year looks less like ordinary market consolidation and more like a race to secure long-term dominance. Transactions increasingly cluster around firms that already control critical layers...more

Skadden, Arps, Slate, Meagher & Flom LLP

Interview: How AI Is Driving M&A … and Changing the Process

Economic and political factors are major drivers of the uptick in mergers this year, says Drago Rajkovic, Citigroup’s co-head of M&A. But it’s also hard to underestimate the effect of artificial intelligence (AI), as the...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Informed Board - June 2026

With the rise of prediction markets, there is a danger that insiders may abuse their access to information for profit in new ways. Companies may want to revise their codes of conduct and other policies covering the...more

Ropes & Gray LLP

California’s OHCA Releases Proposed Regulations Implementing AB 1415: What PE Groups, Hedge Funds, and MSOs Need to Know

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On May 22, 2026, California’s Office of Health Care Affordability (OHCA) released proposed revisions to the Cost and Market Impact Review (CMIR) regulations (the “Proposed Revisions”)....more

McDermott Will & Schulte

Illinois poised to expand healthcare transaction notice requirements

On May 28, 2026, Illinois lawmakers approved House Bill (HB) 5000, which is poised to significantly expand Illinois’ healthcare transaction notice regime under the Illinois Antitrust Act....more

9Sail

What Is AI Telling Clients About Your Attorneys?

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When a general counsel asks ChatGPT, “Which attorneys handle cross-border M&A disputes in New York?,” AI systems return a shortlist. That shortlist is a synthesis of every topic the model has come to associate with each...more

BCLP

UK Corporate Briefing - June 2026

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss...more

Ropes & Gray LLP

New York’s Expanded Health Care Transaction Oversight Bill Fails for the Second Consecutive Year

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On May 28, 2026, New York State (NYS) Governor Kathy Hochul signed legislation enacting the State Fiscal Year (SFY) 2026–2027 budget into law....more

McDermott Will & Schulte

OHCA publishes draft regulations expanding oversight of PE and MSO transactions

On May 22, 2026, the California Office of Health Care Affordability (OHCA) released proposed draft regulations implementing Assembly Bill (AB) 1415 and significantly expanding California’s healthcare transaction notice...more

DarrowEverett LLP

Loose Lips, Large Language Models: What Your NDA is Missing in the Age of AI

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The dealmaking world runs on confidentiality. Whether you are executing a billion-dollar acquisition, negotiating a commercial lease for a flagship property, or structuring a joint venture, the non-disclosure agreement (NDA)...more

Poston Communications

Finance: Family Office M&A Communications – How to Build a Lasting Legacy

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Family office mergers and acquisitions communications is one of the most consequential and most overlooked disciplines in private wealth today. At the ABA Family Office M&A Task Force meeting in Atlanta this month, the room...more

Offit Kurman

When the Deal Gets Personal: The Emotional Inflection Points of Selling a Business

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Selling a business is largely viewed as a financial transaction shaped by valuation, structure, diligence, and closing. However, for founders and owners, selling a business is also an emotional journey that can be a highly...more

Vinson & Elkins LLP

AI Antitrust Issues Checklist - June 2026

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As artificial intelligence (“AI”) transitions from a nascent technology into a central pillar of the global economy, public and private antitrust enforcement related to AI has likewise exploded....more

Blake, Cassels & Graydon LLP

Que devrais-je savoir au sujet des droits conditionnels à la valeur?

Après une brève baisse de popularité sur le marché canadien des fusions et acquisitions de sociétés ouvertes, les droits conditionnels à la valeur (les « DCV ») connaissent un regain d’intérêt puisque les acquéreurs et les...more

McDermott Will & Schulte

The Maine event: Two new laws reshape healthcare transaction oversight and reporting

Maine Governor Janet Mills recently signed two bills into law, House Paper (HP) 1480 and HP 1481, establishing notice and approval requirements for certain healthcare transactions and expanding state antitrust oversight....more

McDermott Will & Schulte

Deals still get done – but only with a new playbook

Ahead of SuperReturn Berlin 2026, private equity faces an execution environment where structure, financing, and judgment are the real differentiators....more

Baker Botts L.L.P.

FTC Delays Ongoing HSR Litigation Leaving Current Form in Place Through at Least December 31, 2026

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On May 18, 2026, the FTC and DOJ filed an unopposed motion asking the Fifth Circuit to hold the appeal challenging the FTC’s 2024 Hart-Scott-Rodino (“HSR”) Final Rule in abeyance through December 31, 2026....more

Offit Kurman

Post-Close Alignment in Lower Middle Market M&A: Where Deal Stress Begins to Fracture

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Most sellers and buyers in lower-middle-market M&A, including search funds, entrepreneurship through acquisition (ETA), and independent-sponsor transactions, begin to suffer from deal fatigue and welcome the post-closing...more

Cooley LLP

No Pause: Lessons from Concurrent Transactions on the IPO Path

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When a late-stage company decides to pursue an IPO, the conventional expectation is that other major transactions – such as acquisitions and financings – either precede or follow. But in some cases, the market and business...more

Herbert Smith Freehills Kramer

Contingent consideration gains momentum: is Australian public M&A next?

The US saw a substantial rise in contingent value rights (CVRs) in public M&A transactions in 2025, and a similar rise has occurred in private M&A in Australia. We look at whether contingent consideration may become more...more

Cooley LLP

Coordinating HawkEye’s Acquisition, Financings and IPO at Orbit Speed

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Escalating geopolitical tensions have driven a significant increase in demand for critical signals intelligence and radio frequency intelligence data and analytics to advance defense, intelligence and national security...more

BCLP

Seller Rollovers: A Practical Tool for Today’s M&A Deals

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Negotiating an M&A transaction today is often highly complex, even emotional at times, requiring the parties to agree on numerous deal points. Market terms notwithstanding, the goals and interests of the buyer and the seller...more

Knobbe Martens

Johnson & Johnson to Acquire Atraverse Medical

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Johnson & Johnson (J&J) reported on April 24, 2026, that it has entered into an agreement to acquire Atraverse Medical, a company in the cardiovascular medical device sector, for an undisclosed amount. The deal would further...more

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