Cooley M&A

OCTOBER 24, 2024

This dynamic has increased the number of earnout/milestone disputes and is influencing how earnout provisions are negotiated in acquisition agreements. By July 2018, J&J began considering an acquisition of Auris to have iPlatform as a backup plan for Verb. billion up front in cash and up to $2.35

Mergers and Acquisitions 52

Mergers and Acquisitions Mergers Negotiation Sale 52

M&A Leadership Council

AUGUST 7, 2024

The Art of M&A® / Due Diligence An excerpt from The Art of M&A, Fifth Edition: A Merger, Acquisition, and Buyout Guide by Alexandra Reed Lajoux Editor’s Note: A growing number of M&A professionals are pursuing the Certified M&A Specialist, or CMAS ® credential.

IT 52

IT Mergers and Acquisitions M&A Acquisitions 52

M&A Leadership Council

JUNE 14, 2023

The Art of M&A / Due Diligence An excerpt from The Art of M&A, Fifth Edition: A Merger, Acquisition, and Buyout Guide by Alexandra Reed Lajoux Editor’s Note: A growing number of M&A professionals are pursuing the Certified M&A Specialist, or CMAS™ credential. More details are specified in the acquisition agreement.

IT 52

IT Mergers and Acquisitions M&A Acquisitions 52

Cooley M&A

JULY 19, 2019

On July 9, 2019, the UK Information Commissioner’s Office (ICO) publicly announced its intent to impose a £99M (approximately $123M) GDPR fine on Marriott as a result of its acquisition of Starwood and the subsequent discovery and notification of a data breach at Starwood. The breach was discovered in November 2018.

Mergers and Acquisitions 52

Mergers and Acquisitions M&A Risk Assessment Securities 52

Peak Frameworks

SEPTEMBER 12, 2023

Clients often pay lawyers, accountants, and consultants a retainer fee in order to retain their services. For instance, consider Tesla's acquisition of SolarCity in 2016. Remember the tumultuous acquisition attempt of Unilever by Kraft Heinz in 2017? Commitment: Clients showcase their seriousness about availing of services.

Finance 52

Finance Finance Mergers and Acquisitions Private Equity 52

Software Equity Group

JANUARY 8, 2024

By enabling them to understand trends, set realistic goals, and measure their performance against their competitors, benchmarking can support leaders in charting a successful SaaS growth strategy and scaling their businesses, ultimately helping them prepare for future mergers and acquisitions.

Management 52

Management Stock Mergers and Acquisitions Business 52

Software Equity Group

JANUARY 8, 2024

By enabling them to understand trends, set realistic goals, and measure their performance against their competitors, benchmarking can support leaders in charting a successful SaaS growth strategy and scaling their businesses, ultimately helping them prepare for future mergers and acquisitions.

Business 52

Business Management Stock Mergers and Acquisitions 52

Deal Law Wire

FEBRUARY 23, 2021

In most cases, this time limit should not present an issue as three years is at the high end of the average earn-out period, as discussed in the 2018 Canadian Private Target Mergers and Acquisition Deal Points Study. Earn-out Use in 2020.

M&A 40

M&A Mergers and Acquisitions Capital IT 40

Cooley M&A

MAY 11, 2020

billion merger of equals in early April and go their separate ways. “It billion merger. Finally, on May 6, 2020, they announced an amended merger agreement whereby BorgWarner consented to the revolver draw and Delphi agreed to a 5% reduction in the exchange ratio. It Was a Mutual Breakup, I Swear – Amherst/Front Yard.”

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Mergers and Acquisitions M&A Finance Finance 40

Cooley M&A

SEPTEMBER 16, 2022

5] Accordingly, definitive agreements for public company acquisitions almost universally contain a condition to the closing of the transaction that such stockholder approval has been obtained. Stockholder litigation. As always, ambiguity begets litigation. Best practice: Include a carve out in your transfer provisions.

M&A 59

M&A IPO Shares Mergers and Acquisitions 59

Cooley M&A

OCTOBER 29, 2020

As reflected in Chart 1 , 102 SPAC IPOs have been announced this year as of September 18, 2020—almost double the number of SPAC IPOs in all of last year (and more than double the number of SPAC IPOs in 2018). Larger PIPEs. Indemnification. Given the competition for quality targets, SPAC 3.0 Prior to SPAC 3.0,

M&A 52

M&A IPO Valuation Mergers and Acquisitions 52

Cooley M&A

JULY 9, 2021

The Regal appraisal proceeding arose from Cineworld’s acquisition of Regal Entertainment Group in February 2018. To determine the fair value of Regal’s common stock at the effective time of the merger, the court reduced the deal price by $3.77/share, Selected Appraisal Decisions Since Aruba Using Deal Price.

Mergers and Acquisitions 52

Mergers and Acquisitions Sale Shares Entertainment 52

OfficeHours

AUGUST 30, 2023

Periscope completed the fundraise of its inaugural fund in 2018 with $104 million of capital commitments. Prior to joining Periscope, Harry worked as an analyst for Raymond James ‘ Technology and Services Group, where he concentrated on mergers and acquisitions in the software industry.

Equities 130

Equities Private Equity Funds Mergers and Acquisitions 130

Cooley M&A

JANUARY 25, 2024

trillion in 2018 and 2019, respectively [1]. billion tie-up between Inmarsat and Viasat was cleared by both regulators, Adobe’s $20 billion proposed acquisition of Figma was abandoned in December 2023 following regulatory pressure. trillion – representing a 10-year low. trillion and $4.09 For example, while the $7.3

M&A 52

M&A Mergers and Acquisitions Investment Government 52

Cooley M&A

FEBRUARY 1, 2024

2023’s much-discussed downturn in mergers & acquisitions – with global M&A volume and value down 6% and 17%, respectively, from 2022 – was largely driven by the slowdown in the tech sector, with global tech M&A volumes down 51% year over year, while other sectors saw marked increases. [1] billion leading the pack.

M&A 59

M&A Mergers and Acquisitions Private Equity Equities 59

Beyond M&A

FEBRUARY 14, 2025

There is a significant amount of M&A activity in the accountancy sector, and we have been fortunate to be involved in this space continuously since 2018. This industry is ripe for M&A due to its relationship-driven nature, making it challenging for businesses to switch from one accountant to another.

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Accountant M&A Management IT 130

Cooley M&A

FEBRUARY 3, 2025

Over the course of the year, many of the headwinds that have slowed tech M&A activity since 2022 began to abate as interest rates moderated, the acquisition financing market returned and equity markets reached new highs. billion acquisition of Altair, IBMs pending $6.4 billion take-private acquisition of Squarespace.

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M&A Mergers and Acquisitions Private Equity Acquisitions 59