JD Supra: Mergers

APRIL 29, 2024

2014)), it provided a pathway for business judgment review for "freeze-out" merger transactions involving controlling stockholders. The Situation: When the Delaware Supreme Court decided Kahn v. M&F Worldwide Corp. MFW) in 2014 (88 A.3d 3d 635 (Del.

M&A 180

M&A Mergers Business IT 180

JD Supra: Mergers

MARCH 29, 2024

and EU coverage with comprehensive analysis of key merger control indicators before the German Federal Cartel Office (FCO) and the French Competition Authority (FCA), including the duration of merger control reviews in both jurisdictions and the outcome of the competition authorities’ reviews. This supplements DAMITT’s U.S.

Mergers 154

Mergers 154

JD Supra: Mergers

FEBRUARY 8, 2024

The Canadian government has increased the monetary thresholds to determine whether a net benefit review of a foreign investment in Canada is required under the Investment Canada Act for 2024. All acquisitions of control of Canadian businesses by non-Canadian investors are subject to the Investment Canada Act. By: Stikeman Elliott LLP

Investment 175

Investment Government Investors Acquisitions 175

JD Supra: Mergers

APRIL 9, 2024

Derivative Litigation, clarifying that the heightened entire fairness standard of review applies to judicial review of any transaction (not only freeze-out mergers) in which a controlling stockholder stands on both sides of the transaction and receives a non-ratable benefit.

Mergers 165

Mergers IT 165

JD Supra: Mergers

MAY 8, 2024

Following an appeal brought by the parties, the General Court of the European Union (the “General Court”) upheld.

Mergers 165

Mergers Mergers and Acquisitions Acquisitions IT 165

JD Supra: Mergers

DECEMBER 4, 2023

The Significant Investments Review Act (the “Bill”), introduced on November 3, 2023, will give the Singapore Ministry of Trade and Industry (MTI) authority to designate entities deemed “critical” to national security and to regulate “significant” investments by foreign and domestic investors in such entities.

Investment 154

Investment Investors Trading Securities 154

JD Supra: Mergers

FEBRUARY 8, 2024

This new requirement promises to make DOD even more active in antitrust reviews of defense industry deals. By: WilmerHale

Mergers 159

Mergers IT 159

JD Supra: Mergers

JANUARY 29, 2024

Editor’s Note: The article below is the first in our three-part series, Federal Antitrust Enforcement in Health Care: 2023 Year in Review. The series is based on our recent webinar, 2023 Health Care Enforcement Trends: Spotlight on Consumer Protection, Antitrust and Fraud. By: Manatt, Phelps & Phillips, LLP

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185

JD Supra: Mergers

FEBRUARY 7, 2024

In an effort to increase transparency in the Bank Merger Act (BMA) approval process, the Office of the Comptroller of the Currency (OCC) has recently issued a proposed policy statement (the “Policy Statement”) which is intended to provide insight into the principles the OCC would apply when reviewing BMA applications.

Business 159

Business Mergers Bank Banking 159

TechCrunch: M&A

MAY 2, 2023

Mozilla announced today that it has acquired Fakespot , a startup that offers a website and browser extension that helps users identify fake or unreliable reviews. Fakespot’s offerings can be used to spot fake reviews listed on various online marketplaces including Amazon, Yelp, TripAdvisor and more.

Engineering 246

Engineering IT Investment 246

JD Supra: Mergers

JANUARY 30, 2024

Given the Canadian government’s increasing scrutiny over M&A activity in the food, transportation and critical infrastructure sectors, Canadian businesses operating in these sectors should plan accordingly and remain prepared for the possibility of scrutiny and longer regulatory review timelines. By: Stikeman Elliott LLP

Business 175

Business Transportation Food M&A 175

JD Supra: Mergers

MARCH 27, 2024

In yet another twist in the Illumina/Grail saga, Advocate General Emiliou has challenged the European Commission's approach to calling-in certain non-reportable transactions for review. The final judgment will be delivered by the European Court of Justice's "Grand Chamber" and is expected by the end of the year.

IT 159

IT Negotiation 159

JD Supra: Mergers

JANUARY 19, 2024

This review looks at these developments and gives practical guidance on their implications. We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. Summaries feature below, and you can click where indicated to access more detailed analysis.

M&A 170

M&A 170

JD Supra: Mergers

OCTOBER 3, 2023

With one day for Congress to enact appropriations funding federal government operations, the Federal Trade Commission and Department of Justice, Antitrust Division (the “Agencies”) each issued a contingency plan (the “Plans”) for how a prolonged shutdown would impact their review of Hart-Scott Rodino Act (“HSR”) filings.

Government 154

Government Mergers Funds Trading 154

Deal Lawyers

FEBRUARY 5, 2024

This overview describes two proposed amendments to the OCC’s procedures: – Remove provisions related to expedited review. The OCC reviews business combination applications to determine whether procedural and substantive requirements are met. Any business […]

Bank 120

Bank Banking Mergers Business 120

JD Supra: Mergers

SEPTEMBER 6, 2023

This Summer review looks at these developments and gives practical guidance on their implications. We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. Please see full Report below for more information. By: White & Case LLP

M&A 170

M&A 170

JD Supra: Mergers

SEPTEMBER 5, 2023

The European Commission (EC) recently adopted a package of measures with the aim of further simplifying its procedures for reviewing concentrations under the EU Merger Regulation (EUMR). The new rules entered into force on September 1, 2023. By: Morgan Lewis

Mergers 170

Mergers IT 170

JD Supra: Mergers

APRIL 2, 2024

The AG is of the view that the European Commission (EC) has no ability to review transactions under Article 22 of the EU Merger Regulation (EUMR) that do not meet EU or national merger control thresholds. If the ECJ follows the opinion, the EC’s authority to scrutinise below-threshold mergers – and in particular.

Mergers 165

Mergers 165

JD Supra: Mergers

OCTOBER 2, 2023

Separately, a shutdown will impact the Committee on Foreign Investment in the United States (CFIUS) and its ability to review new and existing filings. Both the Department of Justice (DOJ) and Federal Trade Commission (FTC) have issued plans for how a shutdown will impact antitrust merger enforcement. By: White & Case LLP

Government 159

Government Mergers Funds Trading 159

JD Supra: Mergers

MARCH 26, 2024

Antitrust actions significantly impacted the technology sector in 2023 and are poised to have substantial repercussions in the future, affecting both major tech companies and emerging enterprises.

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JD Supra: Mergers

JULY 24, 2023

On July 19, 2023, the Federal Trade Commission and Department of Justice Antitrust Division announced sweeping changes to how they review deals. In issuing this new guidance, the agencies have effectively rewritten the standards employed by the two agencies and adopted by courts for decades.

M&A 130

M&A Mergers Trading 130

Deal Lawyers

OCTOBER 6, 2023

It addresses, among other things, CFIUS’s jurisdiction, mandatory filings and the voluntary review regime, types of CFIUS filings, and filing fees. If you’re looking for an overview of what CFIUS is all about, check out this recently updated “CFIUS Overview” from Cooley.

Securities 111

Securities IT 111

JD Supra: Mergers

JULY 25, 2023

The proposed Guidelines advance the view of the FTC and DOJ that prevailing approaches to merger review have been too permissive and not up to the task of identifying and preventing transactions that harm consumers and workers. By: Holland & Knight LLP

Mergers 130

Mergers Trading 130

JD Supra: Mergers

FEBRUARY 2, 2024

Our M&A team is honored to have represented clients in some of the most compelling transactions in 2023—from advising SoftBank on two acquisitions of public companies in the robotics space, to partnering with sustainable food chain investing firm Paine Schwartz Partners and Special New Fruit Licensing (SNFL) on SNFL’s combination with International (..)

M&A 175

M&A Food Acquisitions Investment 175

JD Supra: Mergers

MAY 1, 2024

The Federal Deposit Insurance Corp. and the Office of the Comptroller of the Currency recently announced proposals to update their approaches to evaluating bank mergers and other business combinations under the Bank Merger Act. Originally published by Law360 - April 26, 2024. By: WilmerHale

Mergers 159

Mergers Bank Banking Insurance 159

JD Supra: Mergers

OCTOBER 11, 2023

Using this authority, the Minnesota Attorney General announced on October 3, 2023, that he is reviewing two pending health system mergers, which currently have closing windows projected in early 2024. By: King & Spalding

Mergers 136

Mergers Profitability 136

JD Supra: Mergers

AUGUST 4, 2023

The Federal Trade Commission and Department of Justice recently proposed drafts of new Merger Guidelines for their review and approval of mergers and acquisitions, with the intent of responding to the realities of the modern economy. By: Amundsen Davis LLC

Mergers and Acquisitions 130

Mergers and Acquisitions M&A Mergers Trading 130

JD Supra: Mergers

OCTOBER 13, 2023

California’s new Office of Health Care Affordability (OHCA) is set to begin advance regulatory review of certain health care transactions beginning January 1, 2024.

Hospitality 154

Hospitality Management 154

JD Supra: Mergers

MAY 26, 2023

The most significant changes address "hub-and-spoke" agreements, antitrust leniency applications for individuals, SAMR's review of non-reportable M&A deals, and gun jumping. By: Jones Day

M&A 130

M&A 130

Global Banking & Finance

NOVEMBER 21, 2023

Primerica Reviews Holiday Budgeting Tips You Can’t Afford to Miss The holidays are once again upon us, bringing with it the joy — and stress — of finding the perfect gift for that special someone. Americans are on the hunt for bargains and looking to stretch their budgets amid high inflation by buying fewer gifts, spending more […]

IT 111

IT Finance Finance 111

The TRADE

DECEMBER 6, 2023

During a panel hosted by the Association for Financial Markets in Europe (AFME), panellists explored existing developments on investment research in the EU and the UK as part of the respective EU Listing Act and the UK Investment Research Review.

Investment 104

Investment Financial Market Public Trading Broker 104

Beyond M&A

SEPTEMBER 28, 2023

Thank you Mr. FIshkin, 7 Reasons why you need Storytelling in IT Due Diligence The post Book Review: “Lost and Founder” by Rand Fishkin appeared first on Technology Due Diligence | IT Due Diligence UK | Beyond M&A. It’s an excellent book that helped us with our SaaS product, and inspired me to write daily.

Book-building 147

Book-building Shares M&A Funds 147

JD Supra: Mergers

OCTOBER 5, 2023

The Federal Trade Commission and Department of Justice Antitrust Division recently took two significant steps to overhaul merger reviews.

Mergers 159

Mergers Trading 159

JD Supra: Mergers

MARCH 12, 2024

2023 saw a significant uptick in antitrust scrutiny and enforcement, particularly in the healthcare space.

Healthcare 185

Healthcare Private Equity Mergers Trading 185

Sidley Shareholder Litigation

MAY 9, 2024

The post Delaware’s Appealing Interlocutory Review Regime appeared first on Enhanced Scrutiny.

Government 52

Government Corporation 52