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Merger Agreements › Dispute Resolution › Contract Disputes

Mayer Brown

Delaware Law Alert: Conditions Precedent Under the Microscope—Key Lessons for M&A Agreements

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In Thompson Street Capital Partners IV, L.P. v. Sonova United States Hearing Instruments, LLC,1 the Delaware Supreme Court recently adopted a complex framework for determining when noncompliance or partial compliance with a...more

Jenner & Block

The Importance of Drafting Precise Earnout Provisions in M&A Transactions

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In spring 2019, Pacira Biosciences, Inc. (Pacira) acquired MyoScience, Inc. (MyoScience). At the time of the merger, MyoScience only had one product, called “iovera,” which is a handheld device used primarily for pain relief....more

Sheppard Mullin Richter & Hampton LLP

Closing Time: Hell, High Water, and Insights from the Delaware Chancery Court Decision in Desktop Metal v. Nano Dimension

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Cross-border M&A deals frequently present unique issues and strategic closing considerations for transaction parties to navigate—including national security approvals. In a recent Delaware Chancery Court decision, these...more

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