Document - Investment Banking Today

Workday acquires AI-powered document platform Evisort

TechCrunch: M&A

SEPTEMBER 17, 2024

In a statement, Terrance Wampler, group general manager at Workday, said that Evisort’s tech will enable Workday to add a range of AI-powered document processing tools to its existing finance and HR software. “Evisort will help us deliver […] © 2024 TechCrunch. All rights reserved. For personal use only.

Finance

Finance Finance Management IT

A Sharper Focus: Exploring VC Side Letters

JD Supra: Mergers

JANUARY 22, 2025

By: Troutman Pepper Locke

Investors

Investors Negotiation Capital Government

Two Recent Cases Looking At Statutory Formalities For Signing Of Documents

JD Supra: Mergers

NOVEMBER 30, 2023

Two recent English cases illustrate a strict and a more flexible approach by the courts when considering whether the signing of a legal document has complied with, or is rendered ineffective by non-compliance with, prescribed statutory formalities. We first look at the more flexible approach. By: Shearman & Sterling LLP

Managing Litigation Risk During the Business Lifecycle, Part 2: Business Acquisition and Post-Closing Disputes

JD Supra: Mergers

APRIL 25, 2025

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. 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.

Business

Business Management Acquisitions IT

Accessing Privileged Documents in Illinois Ownership Disputes

JD Supra: Mergers

OCTOBER 9, 2024

Business divorces are often messy. The reasons for business divorces vary – personality-driven disputes, disagreements over business direction, or timing and distribution of earnings.

Business

Business Management

2024 DGCL Amendments: Drafting Tips for M&A Documents

Deal Lawyers

JULY 31, 2024

This recent Greenberg Traurig memo addresses the implications of the 2024 DGCL amendments that drafters of merger agreements, resolutions, and other corporate documents should keep in mind.

M&A

M&A Mergers Corporation

New HSR Rules Go Live: Your Playbook for Effective M&A

JD Supra: Mergers

FEBRUARY 10, 2025

The new HSR rules will fundamentally alter the premerger notification process, and substantially increase the burden on filing parties, who will need to provide significantly more information and documents with their initial filings.

M&A

M&A Mergers

DOJ Allegations that KKR Systematically Failed to Comply With the HSR Act – Highlights Importance of DOJ Corporate Compliance Guidelines

JD Supra: Mergers

JANUARY 31, 2025

and certain of its investment advisors and funds (collectively, KKR) systematically flouted the [notification and reporting] requirements of the Hart-Scott-Rodino Act (HSR Act or Act) by: (1) failing to make an HSR filing for two transactions; (2) altering documents in HSR filings for eight transactions; and (3) systematically omitting required.

Corporation

Corporation Funds Investment IT

Eleven Concepts Business Teams Need to Know About Indemnification and Protection in Private Company M&A: Cutting Through the Jargon

JD Supra: Mergers

FEBRUARY 4, 2025

These representations often serve two purposes: first to prompt a seller to make disclosure in a document called the Disclosure Schedule if a representation is untrue, and the other is to allocate the involved risks between buyer and seller if. In other words, statements about the business that the sellers promise are true.

Business

Business M&A

Nevada Bill Would Expressly Allow Directors To Approve Documents In "Preliminary Form"

JD Supra: Mergers

FEBRUARY 24, 2025

Almost one year ago, Chancellor Kathaleen St. McCormick ruled that a board of directors of a Delaware corporation must at a "bare minimum" approve an "essentially complete" version of the merger agreement. Sjunde AP-Fonden v. Activision Blizzard, Inc., 2024 WL 863290 (Del. By: Allen Matkins

Corporation

Corporation Mergers

Cisco API Documentations Is Now Adapted for Gen AI Technologies

Cisco: M&A

JUNE 20, 2024

See how model output can be more accurate when OpenAPI documents are used as a part of a prompt. A challenge for GenAI users is finding valid data for their prompts or Vector Databases.

PE firm PartnerOne paid $28M for HeadSpin, a fraction of its $1.1B valuation set by ICONIQ and Dell Technologies Capital

TechCrunch: M&A

JULY 18, 2024

million for HeadSpin, a mobile app testing startup whose founder was sentenced for fraud earlier this year, according to documents viewed by TechCrunch. Canadian private equity firm PartnerOne paid $28.2 The fire sale was reported by TechCrunch last week.

Private Equity

Private Equity Valuation IT Capital

Closing with Confidence: Representations and Warranties Insurance in M&A

JD Supra: Mergers

SEPTEMBER 5, 2024

RWI facilitates deal-making by offering protection against financial losses arising from breaches or inaccuracies of the representations and warranties made by the seller in the transaction documents, which are often a contentiously negotiated aspect of a purchase agreement. By: DarrowEverett LLP

M&A

M&A Insurance Mergers and Acquisitions Risk Management

Survival Periods and Delaware’s Statute of Limitations in M&A

JD Supra: Mergers

AUGUST 27, 2024

Attorneys and their clients alike favor both increasing efficiencies and achieving predictability in how deal documents would be analyzed if there is ever a dispute. By: DarrowEverett LLP

M&A

M&A Mergers and Acquisitions Mergers Acquisitions

Preparing to Sell Your Business

JD Supra: Mergers

JULY 30, 2024

The simple reason is that many owners of LLCs, S Corporations, and even C Corporations do not keep up to date with business financial records and the documentation required to successfully sell or transfer a business. Why does it take so long to prepare your business for sale? By: Allen Barron, Inc.

Business

Business Corporation Sale IT

Our startup handles a lot of user data. What privacy, security, or compliance documentation will acquirers expect us to provide (e.g., GDPR policies, SOC 2 certification)?

iMerge Advisors

APRIL 15, 2025

Summary of: What Privacy, Security, and Compliance Documentation Will Acquirers Expect? In this article, well outline the key privacy, security, and compliance documentation that buyers especially private equity firms and strategic acquirers expect to see during due diligence.

Securities

Securities M&A Valuation Risk Assessment

What Are a Disclosure Statement and a Plan, and What Are the Key Elements of These Documents? – Creditor’s Rights Toolkit

JD Supra: Mergers

APRIL 18, 2024

Disclosure statements and plans contain considerable information, and the most pressing issues for a creditor can vary depending on the nature of the creditor’s claim and its relationship with the debtor. This is determined on a case-by-case basis.

IT

Are Partner Retirement or Withdrawal Provisions in Governing Documents Subject to Section 409A of the Internal Revenue Code?

JD Supra: Mergers

OCTOBER 12, 2023

As part of our ongoing series on tax issues for accounting firms, this article provides information on retirement or deferred compensation arrangements, the related rules of Section 409A of the Internal Revenue Code, and how these issues may impact M&A deal structures and negotiations. By: Levenfeld Pearlstein, LLC

Government

Government Negotiation Accountant M&A

What's Market: Target Legal Opinions

JD Supra: Mergers

SEPTEMBER 10, 2024

In all types of business transactions, the parties rely heavily on their own counsel to negotiate business and legal points, and to draft the transaction documentation to reflect the agreed-upon terms.

Negotiation

Negotiation Business

Public Right to Access Court Documents

Deal Lawyers

JUNE 14, 2023

John has blogged about the perils of emails & texts with books and records requests. Over on TheCorporateCounsel.net, Liz recently blogged about the quote that came out in connection with the SEC’s charges against Binance.

Business

What Startups and Big Pharma Need to Know About AI Drug Discovery

JD Supra: Mergers

JANUARY 15, 2025

These challenges often center on intellectual property (IP) risks, licensing considerations, M&A due diligence, and documentation practices. Integrating AI tools into drug discovery introduces a mix of opportunities and challenges for startups and large pharmaceutical companies. By: Fenwick & West LLP

Pharmaceutical

Pharmaceutical M&A

DOJ Updates Evaluation of Corporate Compliance Programs

JD Supra: Mergers

OCTOBER 4, 2024

As everyone knows, the Justice Department’s guidance carries talismanic significance — it is an important document that provides valuable direction on the design and implementation of an effective compliance program. The Justice Department announced yet another version of its Evaluation of Corporate Compliance Programs.

Corporation

Corporation IT

Debt portability provides a lifeline for M&A

JD Supra: Mergers

AUGUST 29, 2024

By: White & Case LLP

Debt

Debt M&A Investors

Publicly available life cycle assessments document our products’ environmental impact

Cisco: M&A

NOVEMBER 21, 2024

We are excited to announce that Cisco is now publishing life cycle assessments (LCAs) for some of our hardware products.

Corporation

Delaware Amends Section 220 – Will Scope of ‘Books and Records’ Production Be Limited?

JD Supra: Mergers

MARCH 28, 2025

Among its notable changes is an effort to narrow document production under Section 220, which governs stockholders access to corporate books and records though questions remain whether a compelling need exception will ultimately swallow the rule.

Corporation

Corporation Government IT

Managing API Contracts and OpenAPI Documents at Scale

Cisco: M&A

DECEMBER 20, 2023

Cisco DevNet presents at API Days Paris 2023 Year after year, this global event for API practitioners gets bigger. This year the event was held in the newly renovated CNIT Forest – a central and easy… Read more on Cisco Blogs

Management

Practical M&A Treatise: The 2025 Edition is Here!

Deal Lawyers

NOVEMBER 18, 2024

This 904-page resource covers a broad range of topics, including the mechanics of an M&A transaction, documentation, disclosure, tax, accounting, antitrust, contractual transfer restrictions, successor liability, antitakeover & fiduciary duties of directors and controlling stockholders.

M&A

M&A Accountant

Navigating Multilingual Disclosure in Merger Control Proceedings

JD Supra: Mergers

SEPTEMBER 13, 2023

As a result, merging companies and their advisors are challenged to meet regulators’ ever-growing demands for internal documents. When a regulator refers a matter to Phase 2, requests for information (RFIs) require parties to identify and disclose internal documents relating to the proposed transaction.

Mergers

Stockholders’ Agreements for Startups: When to Sign, When to Skip

JD Supra: Mergers

NOVEMBER 19, 2024

The answer largely depends on whether they have or will have certain other startup documents in place. I’m often asked by clients whether startups should have a separate stockholders’ agreement among the founders. By: Farrell Fritz, P.C.

Key Considerations in Review of NDAs as a Buyer

JD Supra: Mergers

AUGUST 1, 2024

When a company is in the process of pursuing a transaction involving the acquisition or merger of another company, one of the first negotiable documents encountered will likely be a non-disclosure or confidentiality agreement ("NDA"). By: Winstead PC

Negotiation

Negotiation Mergers Acquisitions

Drafting M&A Documents Following the 2023 DGCL Amendments

Deal Lawyers

AUGUST 14, 2023

On TheCorporateCounsel.net, I recently blogged about the 2023 amendments to the DGCL. The governor of Delaware signed those amendments into law on July 17th, and, with a few exceptions, they will be effective August 1st.

M&A

M&A Corporation Stock

Uncertain regulatory climate makes deal protections crucial

JD Supra: Mergers

MARCH 5, 2025

Allocation of merger control execution risk in deal documents therefore remains front of mind for buyers and sellers alike. Regulatory intervention levels are rising. The concerns of antitrust authorities and foreign investment (FDI) regulators are evolving and can be unpredictable. By: A&O Shearman

Mergers

Mergers Investment

FTC Issues New HSR Rules Significantly Expanding Current Antitrust Reporting Obligations

JD Supra: Mergers

OCTOBER 16, 2024

10, 2024, to substantially amend the Hart-Scott-Rodino Act (HSR) premerger notification rules, HSR form and instructions, expanding the scope of information and documentation parties must submit in an HSR filing. The Federal Trade Commission (FTC) voted unanimously on Oct. By: Holland & Knight LLP

Trading

M&A in Brief: Q1 2024

JD Supra: Mergers

MARCH 27, 2024

In a letter ruling, the Delaware Chancery Court held that where neither the target nor the acquiror was a Delaware entity, the transaction documents between the parties could not confer jurisdiction in the Chancery Court despite clear and explicit language in the documents. Jackson Milhollan v. Live Ventures, Inc.,

M&A

The Long Awaited HSR Form and Rules Are Here, and They're Not as Burdensome as Feared

JD Supra: Mergers

OCTOBER 14, 2024

That proposal hinted that the New HSR Form would require significantly more detailed information and expand the amount and types of documents included with the filing. By: Polsinelli

Government-Ordered Market Studies and Less Efficiencies: Canadian Government Introduces Amendments to the Competition Act

JD Supra: Mergers

SEPTEMBER 25, 2023

The Canadian government has proposed giving the Minister of Innovation, Science and Industry the ability to direct the Competition Bureau to conduct market studies with the ability to compel production of related documents and testimony from market participants, among other amendments. By: Stikeman Elliott LLP

Government

Indemnification Escrow Accounts – What Are They and How Should They Be Used?

JD Supra: Mergers

SEPTEMBER 18, 2024

Indemnification obligations require one party to compensate the other for costs that arise relating to the performance (or lack thereof) of the terms the parties agreed to in the transaction documents. By: Amundsen Davis LLC

Accountant

Accountant Acquisitions Business Securities

FTC and DOJ Issue Final Rule Amending Hart-Scott-Rodino Act Premerger Notification Requirements

JD Supra: Mergers

OCTOBER 22, 2024

The final rule expands the scope of information and documents required to be disclosed for reportable transactions under the HSR Act. As a result of these changes, parties to transactions that are subject to. By: Robinson Bradshaw

Trading

ILPA Releases New Reporting and Performance Templates

JD Supra: Mergers

FEBRUARY 4, 2025

Together, the goal of these documents is to enhance and standardize fee and expense reporting and performance disclosure to private fund investors. On January 22, the Institutional Limited Partners Association (ILPA) released an update to its 2016 Reporting Template and unveiled a new Performance Template. By: Paul Hastings LLP

Funds

Funds Investors IT

FTC Amends Pre-Merger Notification Rules Affecting Use of Restrictive Covenants

JD Supra: Mergers

NOVEMBER 13, 2024

As we previously reported, the Federal Trade Commission (“FTC”) announced that it is amending and reorganizing the document requirements for pre-merger notifications under the Hart Scott Rodino Act (“HSR Act”), 15 U.S.C.

Mergers

Mergers Trading Business IT

Anatomy of a Venture Financing

JD Supra: Mergers

FEBRUARY 19, 2024

Let’s look at the process of getting a venture financing to closing, and the primary deal documents you can expect to see along the way. Whether you’re a first-time founder or a serial entrepreneur, the process of obtaining venture funding can be complicated and confusing. By: Wyrick Robbins Yates & Ponton LLP

Finance

Finance Finance Funds

Visits to banks, physical presentation of documents can be avoided: Report

Business Standard - FInance

JUNE 6, 2023

The report also suggested that REs may adopt Faceless / Straight Through Processes' (STPs) in order to close accounts, and/or accept, acknowledge, and track the communication by the customer

Accountant

Accountant Bank Banking

Revolutionizing M&A Due Diligence: How AI Tools Enhance Efficiency and Accuracy

JD Supra: Mergers

SEPTEMBER 20, 2024

The diligence process can be labor-intensive and time-consuming, involving extensive manual review of the target company’s governing documents, financial statements, indebtedness, contracts, and other pertinent data. By: Kohrman Jackson & Krantz LLP

M&A

M&A Mergers and Acquisitions Financial Statement Government

Practical Measures to Streamline HSR Filings Under the Revised Premerger Notification Form and Associated Rules

JD Supra: Mergers

JANUARY 30, 2025

Among other things, HSR notifications now require the submission of substantially more documents to the Federal Trade Commission and Department of Justice (collectively referred to as the Agencies). By: TransPerfect Legal

Trading

Workday acquires AI-powered document platform Evisort

A Sharper Focus: Exploring VC Side Letters

Trending Sources

Two Recent Cases Looking At Statutory Formalities For Signing Of Documents

Managing Litigation Risk During the Business Lifecycle, Part 2: Business Acquisition and Post-Closing Disputes

Accessing Privileged Documents in Illinois Ownership Disputes

2024 DGCL Amendments: Drafting Tips for M&A Documents

New HSR Rules Go Live: Your Playbook for Effective M&A

DOJ Allegations that KKR Systematically Failed to Comply With the HSR Act – Highlights Importance of DOJ Corporate Compliance Guidelines

Eleven Concepts Business Teams Need to Know About Indemnification and Protection in Private Company M&A: Cutting Through the Jargon

Nevada Bill Would Expressly Allow Directors To Approve Documents In "Preliminary Form"

Cisco API Documentations Is Now Adapted for Gen AI Technologies

PE firm PartnerOne paid $28M for HeadSpin, a fraction of its $1.1B valuation set by ICONIQ and Dell Technologies Capital

Closing with Confidence: Representations and Warranties Insurance in M&A

Survival Periods and Delaware’s Statute of Limitations in M&A

Preparing to Sell Your Business

Our startup handles a lot of user data. What privacy, security, or compliance documentation will acquirers expect us to provide (e.g., GDPR policies, SOC 2 certification)?

What Are a Disclosure Statement and a Plan, and What Are the Key Elements of These Documents? – Creditor’s Rights Toolkit

Are Partner Retirement or Withdrawal Provisions in Governing Documents Subject to Section 409A of the Internal Revenue Code?

What's Market: Target Legal Opinions

Public Right to Access Court Documents

What Startups and Big Pharma Need to Know About AI Drug Discovery

DOJ Updates Evaluation of Corporate Compliance Programs

Debt portability provides a lifeline for M&A

Publicly available life cycle assessments document our products’ environmental impact

Delaware Amends Section 220 – Will Scope of ‘Books and Records’ Production Be Limited?

Managing API Contracts and OpenAPI Documents at Scale

Practical M&A Treatise: The 2025 Edition is Here!

Navigating Multilingual Disclosure in Merger Control Proceedings

Stockholders’ Agreements for Startups: When to Sign, When to Skip

Key Considerations in Review of NDAs as a Buyer

Drafting M&A Documents Following the 2023 DGCL Amendments

Uncertain regulatory climate makes deal protections crucial

FTC Issues New HSR Rules Significantly Expanding Current Antitrust Reporting Obligations

M&A in Brief: Q1 2024

The Long Awaited HSR Form and Rules Are Here, and They're Not as Burdensome as Feared

Government-Ordered Market Studies and Less Efficiencies: Canadian Government Introduces Amendments to the Competition Act

Indemnification Escrow Accounts – What Are They and How Should They Be Used?

FTC and DOJ Issue Final Rule Amending Hart-Scott-Rodino Act Premerger Notification Requirements

ILPA Releases New Reporting and Performance Templates

FTC Amends Pre-Merger Notification Rules Affecting Use of Restrictive Covenants

Anatomy of a Venture Financing

Visits to banks, physical presentation of documents can be avoided: Report

Revolutionizing M&A Due Diligence: How AI Tools Enhance Efficiency and Accuracy

Practical Measures to Streamline HSR Filings Under the Revised Premerger Notification Form and Associated Rules

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