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Antitrust and competition lawyers, economists, and enforcers from around the globe gathered in Washington, DC in early April for the American Bar Association (ABA) Antitrust Sections Spring Meeting and related events to discuss key trends and enforcement priorities in antitrust law.
Le Tribunal administratif de Lille retient quun boni de fusion doit tre pris en compte dans le chiffre daffaires pour la dtermination du rapport dassujettissement la taxe sur les salaires dune socit holding (TA de Lille, 27 mars 2025, n 2107023).
In our last antitrust developments publication, we commented on the challenge to the new Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) final rule brought by the U.S. Chamber of Commerce and other parties in the United States District Court for the Eastern District of Texas. The case is currently pending in the Eastern District of Texas.
Negotiating a basket mechanism into your merger or acquisition agreement? One of the questions it pays to ask (and answer) early on is how that basket mechanism will function with the retention amount you will be negotiating into your representations and warranties insurance (RWI) policy.
On 7 April 2025, the London Stock Exchange (LSE) published a discussion paper Shaping the Future of AIM (Discussion Paper) inviting feedback on proposals to develop the overall AIM market framework and update the AIM Rules for Companies (AIM Rules) to ensure the UKs most prominent growth market remains fit for purpose. We take a look at the LSEs key points for discussion.
When considering the most critical components of mergers and acquisitions (M&A), parties typically focus on deal structure, legal due diligence, and financial modeling. While important to getting a deal done, this focus often overlooks the importance of the human element in successful M&A.
Food Venture Financing Trends - Rebel Foods, an India-based cloud kitchen startup, announced that it raised $25 million from Qatar Investment Authority.
China experienced positive economic growth last year despite significant headwinds such as trade protectionism and weakening consumer demand. The countrys GDP grew by 5 percent over the course of the year, with a booming manufacturing sector and export-driven economy driving growth.
In February 2025, the Competition and Consumer Protection Commission (CCPC) published its annual report on mergers and acquisitions, providing details on the transactions reviewed by the CCPC in 2024. This update provides our insights on key trends for 2025.
We are pleased to present our latest analysis on the public M&A market in Germany for 2024. This comprehensive report, prepared by A&O Shearman, provides an in-depth overview of the market developments and key trends, including an overview of relevant jurisdiction, that have shaped the landscape of public mergers and acquisitions in Germany over the past year.
How do integrated business services provide a broader perspective? Why is it important to look for a single-source provider of legal, tax, accounting, and business advisory services? Perhaps one of the most basic corporate models can provide insight into the importance of integrated professional services. By: Allen Barron, Inc.
Although in recent months a federal deputy submitted an independent bill, it is expected that the bill submitted by the Executive will be approved by Congress within the next few days. This bill maintains the current LFCE, but incorporates a series of relevant aspects that will have an impact on the application of national competition policy.
At a time of marked geopolitical uncertainty, governments around Europe are committing to meaningful increases in defence spending, whilst also looking to private capital and investment to supplement public funds. This in turn will have a significant impact on both investment activity in the defence supply chain and how these products and services are procured.
The Ontario Superior Court of Justice recently released its decision in Project Freeway Inc. v ABC Technologies Inc. (2025 ONSC 1048), addressing whether certain post-closing transactions triggered the acceleration of an earn-out under a share purchase agreement (SPA). The Court's interpretation of the SPA, including the earn-out acceleration clause and the meaning of the word "material", provides important guidance for businesses negotiating and enforcing earn-out provisions.
The Michigan Department of Treasury recently issued updated guidance addressing successor liability in response to Mertz v. Dept of Treasury [Dkt. No. 365480 (June 13, 2024)], a recent case before the Michigan Court of Appeals. While the bulk of the case discussed the correct application of the responsible person law, the analysis was in the context of successor liability.
Right after Patrick Calves wrote about continued momentum in the secondaries market, supported by both cyclical and structural tailwinds in last weeks FFF, Yale Universitys plans to sell up to $6 billion is dominating private equity news this week.
Merit Financial Advisors, a financial advisory firm based in Georgia, recently announced its acquisition of Sanctuary Wealth Management, LLC, and Fiduciary Services, LLC. This deal will enable Merit to establish a presence in Idaho and collectively grow its assets by $1.6 billion. By: Ary Rosenbaum - The Rosenbaum Law Firm P.C.
For a debtor in financial distress, having the right team in place to steward the company through a restructuring can mean the difference between success and failure. To incentivize top talent to stay with the debtor and continue to perform through a Chapter 11 case, debtors may implement one or more so-called key employee retention plans (KERPs) or key employee incentive plans (KEIPs).
Does anybody remember Napster? Launched in June 1999, the revolutionary peer-to-peer music sharing platform peaked at 80 million music lovers worldwide. It famously fell from greatness into bankruptcy three years later after being found liable for mass copyright infringement.
Read our latest insights into the U.S. private equity market. We cover monthly deal activity and size, fundraising, exits, leveraged loans, and a look ahead. The drop in March deal count pushed Q1 deal count to the lowest quarterly level since the onset of the pandemic in Q2 2020. Deal value was up considerably in the quarter as there was an increase the number of $1Bn+ deals.
Theres a tongue-in-cheek joke within the legal industry that transactional lawyers create the problems, and the litigators get paid to clean them up. Its a cautionary reminder to transactional lawyers: if the dealmaking process is not precise (or well-documented), then the risk of post-closing litigation is increased. In this second installment of PilieroMazzas blog series, Managing Litigation Risk During the Business Lifecycle, we explore how a company acquiring another company can.
In the latest episode of Health Law Diagnosed, host Bridgette Keller discusses the evolving legislative and regulatory landscape impacting health care transactions, particularly for private equities and hedge funds.
In the latest episode of Health Law Diagnosed, host Bridgette Keller discusses the evolving legislative and regulatory landscape impacting health care transactions, particularly for private equities and hedge funds. She is joined by Members Deborah Daccord and Daniel Cody, who share their insights on the likely impacts at the state level, including.
Delaware lawmakers recently enacted Senate Bill 21, a sweeping reform that significantly amends several sections of the Delaware General Corporation Law (DGCL). The law introduces significant revisions aimed at increasing deal protection mechanisms, expanding liability safe harbors for corporate leaders, and curbing stockholder rights.
In Jacobs v. Akademos, the Delaware Chancery Court ruled that a cash-out merger that provided common shareholders in a privately held corporation, Akademos, Inc., with no value was nonetheless entirely fair. This decision demonstrates that under certain circumstances, a merger need not generate shareholder value to withstand legal challenges.
Distressed entities seeking to sell assets often encounter commercial and legal challenges related to existing claims or resistant constituents. One possible solution to those challenges is to sell assets in bankruptcy through a 363 sale process. Section 363 of the US Bankruptcy Code allows a debtor, following notice and a hearing, to use, sell, or lease its property outside of the ordinary course of business.
A Recap: Expectations for 2025 Versus Reality to Date - 2025 began with optimism that mergers and acquisitions (M&A) activity would continue to increase this year. In Australia and globally, 2024 saw the value of M&A activity increase on the prior year, with many surveys recording cautious optimism for increased deal flow in the year ahead across sectors and regions.
Below is part 2 of his conversation with Michael Norton, Director of Business Development at Houlihan Capital, a solutions-driven valuation, financial advisory, and investment banking firm. In this Q&A, Michael delves into valuation and deal trends, buyer-seller dynamics, and advice for sell-side businesses.
When a private company is being sold, it is necessary for its minority shareholders to be mindful of protecting their own individual interests when diverging from the controlling shareholders interests. Because the controlling shareholder of a private company that is being sold often takes the lead in managing legal counsel, the interests of minority shareholders are not always adequately protected.
Today is Day 1 of Franchise Times Dealmakers Week. The webinar series is serving up a week of cant-miss conversations with top franchise leaders who are building platforms, scaling brands, and reshaping the future of franchising. As a transactional and regulatory franchise attorney, these webinars provide valuable industry deal insight.
On April 4, 2025, Washington became the first state to enact the Uniform Antitrust Premerger Notification Act (Model Act),requiring parties to certain notifiable transactions under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act) to simultaneously submit their HSR Act filing to the Washington State Office of the Attorney General.
Ambulatory surgery centers (ASCs) have become a large and growing part of the health care industry. ASCs offer same-day surgical care, including diagnostic and preventive procedures, and their popularity has recently grown.
Mergers and acquisitions (M&A) often come with bold promises, streamlined operations, enhanced market share, and increased profitability. But heres the hard truth: more often than not, these promises fall short. Studies show that M&A deals frequently fail to deliver expected value. The primary reason? People are often overlooked.
Cases involving premerger enforcements under the Hart-Scott-Rodino (HSR) Act are relatively rare. So far in 2025, however, we have seen two such cases involving potentially record-breaking penalties. The timing is notable, as these enforcement actions arrive along with the new and more comprehensive HSR filing rules, demonstrating the high stakes of HSR compliance.
Buyers and sellers that are parties to an M&A transaction should carefully consider whether the risks associated with tariffs that have already been imposed or that may be imposed in the future may significantly impact the revenues and net profits of a target company business.
On March 25, 2025, Delaware Gov. Matt Meyer signed amendments to the Delaware General Corporation Law (DGCL), introducing notable changes to Sections 144 and 220 of the DGCL. These amendments took immediate effect and may impact your companys governance, transactional planning and approach to future disputes. By: Shook, Hardy & Bacon L.L.P.
In a merger control environment that has been steadily evolving over the past several years, M&A parties can less and less rely solely on traditional notification thresholds to assess filing obligations and antitrust risk. While the Illumina/Grail judgment limited the European Commission's ability to review below-threshold deals, the European Commission has made clear most recently through statements by the new Competition Commissioner Teresa Ribera that such transactions remain very much.
The healthcare mergers and acquisitions (M&A) market began 2025 with a slower start than expected given the easing headwinds and building momentum at the end of last year, with the number of deals reported in Q1 lower than the number of deals reported in the same period last year. However, deal volume steadied in February and March as market participants adjusted their strategies to align with a shifting enforcement and economic landscape.
This report recaps significant M&A trends, developments and challenges from 2024 that will continue to play out over the next year, and highlights emerging market shake-ups and drivers. It provides key takeaways for dealmakers and a wealth of insightful and actionable data.
Legislatures in several states have recently introduced bills that would require certain parties who submit Hart-Scott-Rodino (HSR) premerger filings to the federal government to provide that same information to the state. On April 4, 2025, Washington State became the first state to enact such legislation, which goes into effect on July 27, 2025.
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