The Harvard Law School Forum

NOVEMBER 14, 2022

In particular, our analysis concludes that, notwithstanding their stakeholder rhetoric over the years, when negotiating the deal, Twitter’s corporate leaders chose to push their stakeholders under the (Musk) bus. But these commitments seem to have received little attention or weight from Twitter’s leaders when they negotiated the Musk deal.

IT

Cooley M&A

JANUARY 25, 2023

Although 2022 saw a general decline in M&A activity in the life sciences industry compared to 2021’s frenetic pace (when deal volume was up 52% from 2020 ), life sciences deal flow in 2022 on balance remained strong despite the headwinds. Let’s dig in. Let’s dig in.

M&A

Shearman & Sterling

APRIL 1, 2024

2022-1001-KSJM (Del. McCormick granted in part and denied in part defendants' motion to dismiss claims seeking to invalidate the acquisition of a gaming company ("Target") by a large technology company under Delaware General Corporation Law ("DGCL") Sections 251 and 141 and asserting claims of conversion.

Mergers

Shearman & Sterling

APRIL 1, 2024

2022-1001-KSJM (Del. McCormick granted in part and denied in part defendants' motion to dismiss claims seeking to invalidate the acquisition of a gaming company ("Target") by a large technology company under Delaware General Corporation Law ("DGCL") Sections 251 and 141 and asserting claims of conversion.

Mergers

Global Banking & Finance

DECEMBER 3, 2024

oil major Exxon Mobil and partners are continuing to negotiate with Guyana’s government on the terms for developing a shallow-water oil block, an Exxon spokesperson said on Monday. Exxon, Hess and CNOOC won offshore block S8 in a bidding round launched in late 2022 by President Irfaan Ali’s administration. The […]

Negotiation

OfficeHours

JUNE 27, 2023

On-Cycle historically for PE Recruiting used to be 2-years in advance where individuals pre/post IB training were being recruited by PE firms 8-29-2022 Newsletter: 2024 On-Cycle Kicked Off Today Boost your learning journey! 6-30-2022 Newsletter: 2024 On-Cycle Stay ahead of the game with OfficeHours’ 2024 On-Cycle guide.

Recruitment

Shearman & Sterling

DECEMBER 13, 2022

On November 30, 2022, Vice Chancellor Glasscock of the Delaware Court of Chancery granted a motion to dismiss claims asserted against directors who served as members of the special committee (the "Special Committee") of Isramco Inc. the "Buyer") and allegedly negotiated in bad faith. 2020-0435-SG (Del.

Negotiation

OfficeHours

AUGUST 25, 2023

Think about it this way: It is easier to negotiate bespoke partners via bilateral negotiation with a single partner than with tens of investors via a syndicate of investment banking middlemen. Second, private credit investors are able to provide substantially more flexibility for borrowers.

Private Equity

Shearman & Sterling

JULY 17, 2024

2022-1073-NAC (Del. Plaintiff contended that certain post-signing equity grants allegedly violated a merger agreement and enabled the acquiror to negotiate a price reduction. In re Anaplan, Inc. Stockholders Litigation, C.A. June 21, 2024). The Court, however, dismissed the claims under Corwin v. KKR Financial Holdings LLC, 125 A.3d

Mergers and Acquisitions

Sidley Shareholder Litigation

MAY 3, 2023

The Delaware Supreme Court closed out 2022 with its decision in Boardwalk Pipeline Partners, LP v. Taken together, both courts’ rulings offer meaningful guidance for parties and counsel negotiating complex transactions and considering inclusion of opinion of counsel conditions (or, attempting to satisfy such conditions in existing contracts).

Negotiation

Focus Investment Banking

FEBRUARY 12, 2024

I recently learned that two separate tire/service chains I had met with over the years had each transacted with single buyers that knocked on their doors in what we call a “negotiated” transaction. Nokian could have chosen a “negotiated’ transaction with Gill’s Point S, but decided to use market forces to get closer to a market price.

Negotiation

Global Newswire by Notified: M&A

JUNE 20, 2024

Following negotiations, UPAY signed a Shareholders Agreement with other stakeholders in AML GO, securing a 51% ownership in the company. This strategic move aligns with the amendments to the Financial Intelligence Centre Act (FICA), effective December 19, 2022, which expand its regulatory framework.

Portfolio

Sidley Shareholder Litigation

JULY 13, 2023

The universal proxy rules, which went into effect on September 1, 2022, have shifted the landscape of shareholder activism by allowing shareholders to “mix and match” their votes across proxy cards in contested elections. View Article The post The Board as Activist appeared first on Enhanced Scrutiny.

Negotiation

Shearman & Sterling

DECEMBER 13, 2022

On November 30, 2022, Vice Chancellor Glasscock of the Delaware Court of Chancery granted a motion to dismiss claims asserted against directors who served as members of the special committee (the "Special Committee") of Isramco Inc. the "Buyer") and allegedly negotiated in bad faith. 2020-0435-SG (Del.

Negotiation

The Deal

SEPTEMBER 11, 2023

There were a record 626 completed deals in 2022, up from 348 in 2021, with the U.S. collapse in November 2022 and multiple bank failures this spring has increased skepticism and scrutiny around the sector. M&A deals in the cryptocurrency space have been on an exponential rise over recent years.

M&A

OfficeHours

OCTOBER 23, 2023

Even in 2022, when take-private deals hit a new record, they only accounted for 37% of the total value of transactions. According to S&P Global, the S&P fell 18.11% in 2022 amid surging inflation, rising interest rates, and an overall uncertain global outlook. Great, I’m learning a ton!

Investors

How2Exit

APRIL 16, 2022

“5 Places to Find an Abundance of Deals (before a company is listed!)”

M&A

The Deal

FEBRUARY 8, 2024

and this subject material was not covered when I was in grad school, and I thought the topic goes over a lot of ground, including negotiation, business law, corporate finance, corporate governance and many ESG topics, and I pitched it to a couple schools in the Washington, D.C., I have an M.B.A., law and M.B.A.

Government

The TRADE

SEPTEMBER 21, 2023

since 2022 – now at 54.6%. As well as budgets for investment research decreasing, a trend of concentrating in the largest, bulge-bracket providers, continues according to Substantive Research, with payments to the top ten brokers in the average research budget increasing by 0.7%

Asset Management

Sica Fletcher

APRIL 2, 2024

Here is a snippet from our SF Index, which tracks 22 of the most active acquirers in the insurance brokerage space: SF Index Deal Count, 2022-2023 The top 2 acquirers on the SF index also saw the most losses between 2022 and 2023. In contrast, however, the remaining agencies actually saw modest increases in deal count.

Insurance

The TRADE

NOVEMBER 29, 2023

Proposed by the European Commission at the end of 2022, the new Emir 3.0 The European Parliament is now set to engage with European member states to negotiate the final text before the end of the year. The post EU committee gives green light for Euro derivatives clearing active accounts appeared first on The TRADE.

Accountant

The Deal

MAY 16, 2023

up from just 10 in the same period in 2022, according to Georgeson Inc. Overall, there were 36 hostile bids for all of 2022 — though many more unsolicited bids are made privately. Overall, there were 16 unsolicited or hostile bids in the first four months of 2023 in Canada and the U.S.,

M&A

Periculum Capital

JULY 13, 2023

After successfully opening three new locations in 2020 and 2021, Pet Palace engaged Periculum in late 2022 to run a targeted sell-side process positioning the Company as a premium asset in a highly fragmented market.

Sale

Sun Acquisitions

FEBRUARY 10, 2023

In 2022 there were at least 132, 228 hotels and motels scattered across the U.S., Step #6 Negotiate Contract Terms and Close Once you’ve generated a good number of leads, it’s time to carefully assess each offer on the table, choose your preferred buyer and negotiate contract terms. more than in 2021.

Business

Growth Business

JULY 19, 2023

Some commentators predicted 2022 would be even bigger. There’s a lot of capital available to start-ups today, and seed rounds in 2022 were closer to the Series A rounds of 2012. You can then negotiate a valuation if you have competing term sheets from multiple VCs. The above pointers apply to 2022’s market.

Capital

Periculum Capital

NOVEMBER 15, 2022

Their skillful negotiating, creativity, and unwavering commitment to me was so much more than I ever expected to receive from an M&A advisor.” Periculum, along with the Company’s owner, A.J

Sale

The TRADE

OCTOBER 24, 2023

Its overall market share for cash equities clearing was 34% in the first half of 2023, an year-on-year increase from 2022. Cboe Clear Europe is an independent subsidiary of the Cboe group, operating with its own governance structure and management team – bolstered through the appointment of Vikesh Patel as President in December 2022.

Trading

Intrepid Banker Insights

OCTOBER 17, 2022

Intrepid Investment Bankers A Rollercoaster Ride for Software Markets It has been a disconcerting journey through the first three quarters of 2022. 2022 has seen rising inflation and interest rates, twin global disruptions in Ukraine (invasion) and China (shutdowns), and an overall economic slowdown.

Valuation

Chesapeake Corporate Advisors

OCTOBER 24, 2022

Chesapeake Corporate Advisors Serves as Exclusive Financial Advisor Baltimore, MD – October 24, 2022 – Chesapeake Corporate Advisors (“CCA”) is pleased to announce it has served as the exclusive financial advisor to Rendia, Inc.

Advisory

Sica Fletcher

JUNE 11, 2024

2023 saw a modest drop in insurance brokerage deal volume, from 1043 in 2022 to 957 in 2023, which experts predicted would remain static as the market regrouped to begin a slow growth into 2025. Whereas 2022 saw equity making up nearly 17.5% the freedom of brokers to work with a variety of carriers, and c.) as of H1 2024.

Broker

Focus Investment Banking

JUNE 13, 2023

But there have been more deals recently, including 15 alone in 2022. Likewise, the number of PE firms invested in orthopedics has nearly doubled in the past few years, from eight in 2020 to 14 in early 2022, according to the Journal of Orthopaedic Experience & Innovation, with that figure expected to top 20 this year.

Private Equity

Cleary M&A and Corporate Governance Watch

JUNE 5, 2023

Background and Decision In December 2022, following a competitive process, affiliates of Antin Infrastructure Partners S.A.S (“buyer”) entered into a merger agreement to acquire a group of privately held broadband companies, known as OpticalTel. [2]

Private Equity

Sica Fletcher

JULY 2, 2024

The graphic below illustrates the dramatic differences in activity among the top 25 buyers between 2022 and 2023. In a clear example of buyers’ extreme variability, big players like PCF came in at #2 overall in 2022 but dropped all the way back to #20 by the end of 2023.

Insurance

Cleary M&A and Corporate Governance Watch

MAY 12, 2023

Legal Context The principle of freedom of contract, which allows sophisticated parties to freely negotiate the terms of their agreements and to rely on the enforceability of such agreements is a cornerstone of Delaware law. 2022-0406-JTL (Del. in the case of fraud). [3] in the case of fraud). [3] Rich , C.A. May 2, 2023). [2]

Corporation

Periculum Capital

MARCH 8, 2024

Mark will join SAM as Vice President of Digital Engineering and all PrecisionPoint employees will have the opportunity to grow their careers at a 2022 Top Workplaces award winner.

Sale

iMerge Advisors

APRIL 16, 2025

Valuation Multiples Are StabilizingBut Below 2021 Highs After the correction that began in late 2022, software valuation multiples have largely stabilized in 2024 and are expected to remain steady into 2025. Our guide on earn-outs in software M&A offers practical advice for navigating these negotiations.

Valuation

Focus Investment Banking

JULY 15, 2024

While often during an M&A deal, your investment banker will approach over a hundred companies on your behalf, FOCUS understood Marsh’s goals and negotiated strictly with qualified interested parties to structure a deal that was beneficial for everyone. billion in 2022. with revenue of more than $3.4

M&A