JD Supra: Mergers

JULY 17, 2025

April 30, 2025), reaffirms the primacy of negotiated contract terms and the enforceability of fiduciary duty waivers in limited liability company. The case, Faiz Khan and Ralph Finger v. Warburg Pincus, LLC, et al. By: Jenner & Block

Private Equity

JD Supra: Mergers

JUNE 9, 2025

the minority unitholders of CityMD brought claims against Warburg Pincus, the private equity majority owner of CityMD, and other defendants, alleging, among other claims, breach of good faith and fair dealing in connection with the negotiation and consummation of. Warburg Pincus, et al., By: Cadwalader, Wickersham & Taft LLP

Private Equity

JD Supra: Mergers

APRIL 29, 2025

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 Ontario Superior Court of Justice recently released its decision in Project Freeway Inc. v ABC Technologies Inc.

Negotiation

JD Supra: Mergers

JANUARY 22, 2025

By: Troutman Pepper Locke

Negotiation

JD Supra: Mergers

JULY 11, 2025

A out of the ordinary case: a breach of contract for the sale of a business (rather than the breakdown of negotiations), and more specifically for the transfer of control of the Primonial Group. billion euros for breach of a sale agreement signed in July 2021.

Negotiation

MergersCorp M&A International

NOVEMBER 21, 2024

Mergers and acquisitions (M&A) have emerged as critical pathways for companies aiming to achieve these objectives. This includes everything from initial strategic planning to deal execution and post-merger integration. One of the defining characteristics of MergersCorp is its commitment to delivering customized solutions.

Investment Banking

MergersCorp M&A International

JULY 5, 2025

A definitive agreement is signed, outlining the terms of the merger, the valuation of the target company, and the ownership structure of the combined entity. Shareholder Vote and Redemptions: Before the merger can be finalized, the SPAC’s public shareholders vote on the proposed business combination.

IPO

Shearman & Sterling

AUGUST 6, 2019

McCormick of the Delaware Court of Chancery dismissed a stockholder suit challenging the $18 billion merger of equals between Towers Watson & Co. On July 25, 2019, Vice Chancellor Kathaleen S. and Willis Group Holdings plc, finding that plaintiffs failed to plead facts sufficient to rebut the presumption of the business judgment rule.

Mergers

JD Supra: Mergers

JULY 18, 2025

Deal parties may be surprised to learn that a term sheet signed as part of early negotiations can, in some circumstances, continue to be binding after the execution of a definitive transaction agreement contemplated by the term sheet.

Negotiation

Sun Acquisitions

NOVEMBER 26, 2024

Mergers and acquisitions (M&A) have always been a high-stakes game. These technologies can identify companies with complementary products, technologies, or customer bases, creating a strategic fit for a successful merger. Post-Merger Integration: A Smoother Journey Merging two companies can be a complex integration process.

M&A

MergersCorp M&A International

DECEMBER 2, 2024

New York, NY – The Korea Trade-Investment Promotion Agency (KOTRA) in New York is excited to announce its strategic partnership with MergersCorp M&A International, an american leading investment banking and advisory firm specializing in mergers and acquisitions (M&A) and corporate finance.

Corporate Finance

MergersCorp M&A International

NOVEMBER 16, 2024

MergersCorp M&A International, a leading investment banking advisory firm specializing in mergers and acquisitions, is proud to announce the acquisition of the official sell side mandate for one of Italy’s most prestigious Serie A soccer clubs.

M&A

MergersCorp M&A International

JUNE 7, 2025

In a landmark announcement poised to redefine the landscape of international mergers and acquisitions, MERGERSCORP, a distinguished global leader in M&A advisory services, and CHINAMERGER, the preeminent digital platform and advisory firm for M&A transactions within China, today unveiled a strategic partnership.

M&A

Shearman & Sterling

DECEMBER 12, 2017

The Court found that the failure to disclose that certain executives who received transaction-related benefits were the primary negotiators of the transaction constituted a material disclosure violation. Yates, C.A. 12553-VCMR (Del.

Mergers

MergersCorp M&A International

JUNE 25, 2025

MergersCorp, a distinguished global advisory firm specializing in Investment Banking and cross-border Mergers and Acquisitions (M&A), today announced the launch of its highly specialized advisory service dedicated to the divestiture of businesses regulated by the Swiss Financial Market Supervisory Authority (FINMA).

Advisory

Lake Country Advisors

JUNE 24, 2025

Incomplete records, inconsistent tracking, or vague reporting can stall negotiations before they even begin. A strong financial story can increase your business valuation and asking price or defend it during negotiations. They influence how a deal is structured: Buyers may structure deals differently depending on your numbers.

Business

iMerge Advisors

APRIL 10, 2025

In the world of technology mergers and acquisitions, the right advisor can mean the difference between a transformative exit and a missed opportunity. Execution Rigor: From pre-LOI diligence to managing legal negotiations, execution quality often determines whether a deal closes on favorable terms.

M&A

iMerge Advisors

APRIL 9, 2025

In the world of technology mergers and acquisitions, the right advisor can mean the difference between a transformative exit and a missed opportunity. Execution Rigor: From pre-LOI diligence to managing legal negotiations, execution quality often determines whether a deal closes on favorable terms.

M&A

MergersCorp M&A International

NOVEMBER 16, 2024

His presidency brought with it a unique set of policies and attitudes that would directly influence the realm of mergers and acquisitions (M&A). These regulatory rollbacks naturally benefitted companies considering mergers and acquisitions.

Mergers and Acquisitions

MergersCorp M&A International

DECEMBER 31, 2024

As we stand on the precipice of 2025, the landscape of mergers and acquisitions (M&A) is set to undergo significant transformations driven by a confluence of economic, technological, and geopolitical factors. Companies will need to conduct thorough due diligence to ensure that proposed mergers do not run afoul of regulations.

M&A

Lake Country Advisors

JULY 17, 2025

This speeds up negotiations and reduces the time to closing. That familiarity shortens the learning curve and simplifies negotiations. Buyers already have a structure in place, so the focus is on ensuring a good fit and function. That’s good news for both sides. This clarity helps both sides move forward with less friction.

Acquisitions

Cooley M&A

JANUARY 22, 2025

That said, Andrew Ferguson, Trumps proposed chair of the FTC, is self-proclaimed to be pro-business, promising to [s]top Lina Khans war on mergers as [m]ost mergers benefit Americans and promote the movement of the capital that fuels innovation.

M&A

Chesapeake Corporate Advisors

OCTOBER 28, 2024

Charlie, Tim, and the entire team’s ability to help us understand and navigate the transaction process and negotiate the best possible deal was critical in getting the right deal with the right partner,” Tim Miller, President & CEO of Freestate, stated. “The CCA team was instrumental in helping us achieve this milestone for Freestate.

Corporation

JD Supra: Mergers

JULY 24, 2025

The Federal Trade Commission (FTC) and Department of Justice Antitrust Division (DOJ) recently announced a series of proposed merger settlement agreements that offer increased insight into how the agencies intend to use remedies to resolve merger challenges in the second Trump administration. By: Hogan Lovells

Mergers

Deal Lawyers

DECEMBER 16, 2024

Last week, the SEC announced settled enforcement proceedings against Cantor Fitzgerald for its alleged role in causing two SPACs that it controlled to make misleading statements to investors about the status of their discussions with potential acquisition targets ahead of their initial public offerings (IPOs).

Negotiation

JD Supra: Mergers

JULY 10, 2025

A “wait and see” approach is the prevailing sentiment for many market participants; it is difficult to convince boards to advance deals while valuations are unpredictable, while the uncertainty surrounding tariffs is adding complexity to negotiations and long-term planning. By: A&O Shearman

Negotiation

JD Supra: Mergers

JULY 2, 2025

Department of Justice Antitrust Division (DOJ or Antitrust Division), were unusually resistant to negotiated merger remedies. Under the Biden administration, the U.S. antitrust agencies, particularly the U.S.

Negotiation

JD Supra: Mergers

JULY 18, 2025

Managing the transfer of personal data during acquisitions, sales, mergers or bankruptcy proceedings has become second nature to us. In the legal industry, handling business transactions is part of our daily routine.

Mergers and Acquisitions

JD Supra: Mergers

JUNE 26, 2025

The US House and Senate are negotiating toward a July 4, 2025 deadline for the next massive US tax legislation.

Negotiation

JD Supra: Mergers

JUNE 6, 2025

The sale was followed by a negotiated exit plan agreed amongst the Company and its shareholders, and stands as an example of the value of a unified legal strategy in complex cases such as these. By: Conyers

Sale

CNBC: Investing

JUNE 21, 2025

But with trade negotiations ongoing, Wall Street is cautiously optimistic entering the second half of the year that deals can be reached. The founder and CEO of InfraCap also brought up financial stocks Goldman Sachs and KKR , which he expects to rally on a stronger mergers and acquisitions market in the latter half of the year.

Investors

JD Supra: Mergers

MARCH 31, 2025

In fact, the number of new material JVs announced in 2024 increased by 50% in the two years since 2022, even as overall mergers and acquisition (M&A) deal volumes declined. By: Ankura

Negotiation

How2Exit

DECEMBER 16, 2024

E261: Want to Know How to Dominate Negotiations? Master Negotiation Secrets: Unlock Deals Like a Pro - Watch Here About the Guest(s): Derrick Chevalier is a seasoned negotiation expert and consultant with decades of experience in the field.

Negotiation

JD Supra: Mergers

SEPTEMBER 5, 2024

Representations and warranties insurance (RWI) has become an increasingly common feature in mergers and acquisitions (M&A) transactions, serving as a risk management tool for both buyers and sellers. By: DarrowEverett LLP

M&A

JD Supra: Mergers

OCTOBER 24, 2024

In mergers and acquisitions (M&A), few transactions are as complex as carve-outs.

M&A

Deal Lawyers

FEBRUARY 14, 2024

Deciding whether a public company needs to disclose preliminary merger negotiations is always a challenging process, but the SEC recently announced an enforcement proceeding against a SPAC that serves as a reminder that getting that decision wrong can have a significant downside.

Negotiation

JD Supra: Mergers

JUNE 5, 2024

The Private Target Mergers & Acquisitions Deal Points Study (“the Study”) is published on a bi-annual basis by the Market Trends Subcommittee of the ABA Business Law Section’s M&A Committee, which I am happy to serve on.

Mergers