This year’s M&A Report offers a detailed review of the M&A market and outlook, including a breakdown by various geographies and industry sectors. We examine what might be in store with antitrust and CFIUS under the Trump...more
2/13/2025
/ Acquisitions ,
Antitrust Provisions ,
CFIUS ,
Cross-Border Transactions ,
Defense Strategies ,
Financial Services Industry ,
Information Reports ,
Initial Public Offering (IPO) ,
Merger Controls ,
Merger Reviews ,
Mergers ,
Premerger Notifications ,
Private Equity ,
Purchase Price ,
Purchase Price Adjustment ,
Venture Capital
In most M&A deals involving private targets (including the sales of divisions of publicly traded companies), the purchase agreement will include a baseline dollar value for the target, with several adjustments. Often, the...more
2/13/2025
/ Acquisitions ,
Banking Sector ,
Contract Negotiations ,
Contract Terms ,
Financial Institutions ,
Financial Services Industry ,
Mergers ,
Private Equity ,
Purchase Agreement ,
Purchase Price ,
Purchase Price Adjustment ,
Risk Management ,
Wealth Management
Venture capital financing activity in 2023 contracted for the second consecutive year in the face of rising interest rates, concerns regarding the trajectory of the economy and continued geopolitical tension.
VC-backed...more
Navigating the expanding defense technology subsector of the emerging company ecosystem requires careful planning and execution.
Beyond putting together a trusted team and developing a uniquely marketable product, defense...more
11/28/2023
/ Capital Formation ,
Capital Raising ,
Corporate Financing ,
Defense Sector ,
Early Stage Companies ,
Entrepreneurs ,
Federal Contractors ,
Foreign Investment ,
Seed Financing ,
Small Business ,
Startups ,
Strategic Planning ,
Technology ,
Venture Capital
Following this summer’s much publicized decision by the Delaware Supreme Court in the Marchand v. Barnhill (Blue Bell Creameries) case, the Delaware Court of Chancery’s holding in In re Clovis Oncology, Inc. Derivative...more
10/29/2019
/ Blue Bell Creameries ,
Board of Directors ,
Breach of Duty ,
Caremark claim ,
Clinical Trials ,
Corporate Counsel ,
Corporate Governance ,
DE Supreme Court ,
Derivative Suit ,
Food and Drug Administration (FDA) ,
Investigational New Drug Application (IND) ,
Oversight Duties ,
Pharmaceutical Industry ,
Popular
The Delaware Supreme Court recently sounded a warning bell for directors, reminding that as part of their duty of loyalty, they “must make a good faith effort to implement an oversight system and then monitor it.” The case...more
Directors, corporate secretaries and company counsel must be mindful of good corporate housekeeping practices involving the maintenance of corporate books and records. Earlier this year, a handful of Delaware court opinions...more
5/23/2019
/ Board of Directors ,
Books & Records ,
Corporate Governance ,
Corporate Officers ,
Delaware General Corporation Law ,
Electronic Communications ,
Email ,
Inspection Rights ,
Institutional Investors ,
Section 220 Request ,
Shareholder Rights ,
Text Messages
Despite generally favorable macroeconomic conditions, high levels of cash among strategic acquirers and low interest rates, the number of reported M&A transactions and deal value worldwide both declined for the second...more
Your CEO just announced that the company wants to acquire a business with global operations. As in-house counsel, you will play a key role in this transaction by ensuring the deal runs smoothly.
It’s a tremendous growth...more
Hollywood’s exclusive parties include only the hottest A-listers. Exclusive sales are advertised only to a boutique’s biggest spenders. The startup world has its own take on exclusivity: Investors and buyers routinely insert...more
You’ve just received your first venture capital term sheet. Congratulations—you’ve earned it. Now what does it all mean? “Pre-money valuation,” “liquidation preference,” “pro-rata participation rights”? A seasoned venture...more