JD Supra: Mergers

OCTOBER 24, 2024

Welcome to the Conyers BVI Corporate Review for Q3 2024. In this edition we cover the upcoming annual return filing deadlines for BVI companies, recent headline transactions, recent publications and British Virgin Islands incorporation statistics. By: Conyers

Corporation 167

Corporation 167

JD Supra: Mergers

OCTOBER 15, 2024

Corporate Venture Capital (CVC) slowed to its lowest share of total VC deals since 2014 in the second quarter of 2024. Pitchbook data shows that just over 978 corporates have made a VC deal in the United States so far in 2024. Nearly 62% of CVC deals through the first half of 2024 were made at seed or Series A.

Corporation 161

Corporation Capital Finance Finance 161

JD Supra: Mergers

AUGUST 5, 2024

This briefing is the seventh in our series of briefings on corporate governance and is designed to provide a synopsis of topical corporate governance matters impacting companies in the United Kingdom. This briefing focuses on key matters arising since January 2024.

Government 172

Government Corporation Advisory 172

JD Supra: Mergers

OCTOBER 1, 2024

UK & European Financial Services M&A: Sector Trends H2 2023 | H1 2024 — Brokers / Corporate Finance - Mid-market investment banks consolidate at the fastest rate yet—Panmure Gordon & Liberum, Redburn (Europe) & Atlantic Equities and Cenkos Securities & FinnCap Group mergers reshape the City skyline.

Corporate Finance 172

Corporate Finance Broker Finance Finance 172

JD Supra: Mergers

JUNE 27, 2024

In the first quarter of 2024, Delaware courts issued several noteworthy opinions. The Delaware Supreme Court ruled in In re Fox Corporation/Snap Inc. that corporations do not need to seek votes from each stockholder class to approve charter amendments exculpating officers.

Corporation 167

Corporation M&A 167

JD Supra: Mergers

JULY 31, 2024

As part of the annual process of reviewing and updating the Delaware General Corporation Law (“DGCL”), Delaware’s state legislature recently approved 2024 amendments. In summary, these include the following changes. Originally Published on American Bar Association, Business Law Today. By: Morris James LLP

Corporation 155

Corporation Business 155

JD Supra: Mergers

OCTOBER 1, 2024

Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about. In this month’s issue we discuss.

Corporation 161

Corporation 161

JD Supra: Mergers

JUNE 3, 2024

Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about.

Corporation 155

Corporation 155

JD Supra: Mergers

DECEMBER 22, 2023

Global M&A Activity Endures Headwinds in 2023 and Displays Resilience Going Into 2024 - Despite market headwinds, dealmakers have looked to carveouts, spin-offs, joint ventures and other creative deal structures to engage in M&A activity, but it is taking longer to hammer out deal terms.

Corporation 177

Corporation M&A IT 177

JD Supra: Mergers

NOVEMBER 15, 2024

Below is our Corporate / M&A decisions update covering decisions in the second quarter of 2024. Decisions from the Delaware Court of Chancery this quarter included further development of the jurisprudence around the validity of stockholder agreements following the Moelis decision (Wagner v. BRP Group Inc.),

M&A 155

M&A Corporation 155

JD Supra: Mergers

JANUARY 16, 2025

We are pleased to announce the launch of MoFos new quarterly newsletter highlighting the most important developments in federal securities and Delaware corporate litigation. In this first edition, we provide a rundown of the major developments in the fourth quarter of 2024 for busy in-house counsel. By: Morrison & Foerster LLP

Corporation 172

Corporation Securities Business 172

JD Supra: Mergers

JULY 23, 2024

On July 17, 2024, Delaware Governor John Carney signed into law the 2024 amendments to the General Corporation Law of the State of Delaware (the “DGCL”), the Delaware Limited Liability Company Act (the “LLC Act”), the Delaware Revised Uniform Limited Partnership Act (the “LP Act”), the Delaware Revised Uniform Partnership Act (the “Partnership Act”), (..)

Corporation 155

Corporation 155

JD Supra: Mergers

AUGUST 2, 2024

The latest amendments (the “Amendments”) to the Delaware General Corporation Law (the “DGCL”) went into effect today, August 1, 2024, to address, among other things, (i) stockholder agreements related to corporate governance; (ii) remedies for terminating merger agreements, including lost premium damages; and (iii) what form documents must be in for (..)

Corporation 155

Corporation Mergers Government 155

JD Supra: Mergers

APRIL 18, 2024

The Corporate Transparency Act (the “CTA”), which became effective on January 1, 2024, requires certain domestic and foreign companies doing business in the United States to file a beneficial ownership report with the U.S. Originally Published in Quorum: Insights Into Corporate Governance, M&A and Securities Law - April 10, 2024.

Corporation 177

Corporation M&A Government Business 177

JD Supra: Mergers

JANUARY 2, 2024

It’s official: the Corporate Transparency Act (the “Act”) has gone into effect January 1, 2024. During the final day of 2023, it was clear that FinCEN was preparing itself to begin the BOI reporting as of January 1, 2024. By: Bilzin Sumberg

Corporation 187

Corporation IT 187

JD Supra: Mergers

JULY 24, 2024

Antitrust issues have cut deeply into the corporate landscape, and this year is shaping up for more of the same. Generative artificial intelligence, merger enforcement, and trial risks stand out as three of the most important antitrust considerations companies should have top of mind in 2024. By: Vinson & Elkins LLP

Corporation 172

Corporation Mergers 172

JD Supra: Mergers

JUNE 21, 2024

27, 2024, corrected Mar. 14, 2024) - It is an axiom of Delaware law that a corporation acts through its human agents. This principle informs the causes of action available to would-be plaintiffs against a corporation and its human actors. 2023-0470 PRW (Del. By: Morris James LLP

Corporation 161

Corporation IT 161

JD Supra: Mergers

OCTOBER 13, 2023

Haemonetics Corporation announced on October 10th that it would be acquiring OpSens, Inc. The deal between the companies is expected to close by the end of January 2024, according to the press release. By: Knobbe Martens

Corporation 172

Corporation IT 172

JD Supra: Mergers

SEPTEMBER 30, 2024

The Criminal Division of the US Department of Justice released a revised version of its Evaluation of Corporate Compliance Programs on September 23, 2024. The guidance is intended to help prosecutors assess the effectiveness of corporate compliance programs during a criminal investigation. By: Morgan Lewis

Corporation 167

Corporation IT 167

JD Supra: Mergers

NOVEMBER 4, 2024

The Investment Association (“IA”) has published its Principles of Remuneration for 2025 (“Principles”) following a review to ensure they support a competitive remuneration environment and meet investor expectations.

Corporation 161

Corporation Investors Investment IT 161

JD Supra: Mergers

OCTOBER 17, 2024

On September 23, 2024, the U.S. Department of Justice (DOJ) released an updated version of its guidance to prosecutors on the Evaluation of Corporate Compliance Programs (“ECCP”). By: Vinson & Elkins LLP

Corporation 187

Corporation IT 187

JD Supra: Mergers

OCTOBER 18, 2024

On September 23, 2024, the Department of Justice’s (“DOJ”) Criminal Division announced significant changes to its Evaluation of Corporate Compliance Programs (“ECCP”), which prosecutors use in assessing the effectiveness of corporate compliance programs.

Corporation 177

Corporation IT 177

JD Supra: Mergers

JANUARY 2, 2024

The Corporate Transparency Act (CTA), designed to combat the use of shell companies for illicit purposes and increase ownership transparency in corporate structures, takes effect on January 1, 2024.

Corporation 161

Corporation M&A 161

JD Supra: Mergers

MAY 21, 2024

Earlier this month, the IRS released Revenue Procedure 2024-24, which sets forth new requirements for requests for private letter rulings ("PLRs") on corporate spin-off and split-off transactions.

Corporation 167

Corporation Stock IT 167

JD Supra: Mergers

AUGUST 2, 2024

On July 17, 2024, Delaware Governor John Carney signed into law amendments to the Delaware General Corporation Law (DGCL) from Senate Bill 313 that had sparked considerable controversy within the corporate law and governance community. The amendments are effective Aug. By: Kramer Levin Naftalis & Frankel LLP

Corporation 161

Corporation Government 161

JD Supra: Mergers

NOVEMBER 12, 2024

In 2024 we have seen a significant increase in listed corporate bidders offering their equity to target company shareholders in UK public M&A deals, including on offers made by non-UK listed companies.

M&A 167

M&A Shares Corporation Equities 167

JD Supra: Mergers

AUGUST 2, 2024

The amendments to the Delaware General Corporation Law (DGCL) are effective yesterday, August 1, and will apply retroactively to agreements and contracts that a Delaware corporation entered into, or that a Delaware corporation’s board approved, on or before August 1, 2024.

Corporation 167

Corporation 167

JD Supra: Mergers

JANUARY 8, 2024

The Corporate Transparency Act of 2020 took effect on January 1, 2024, adding new filing requirements for many companies that may find themselves involved in mergers and acquisitions. In the below legal update, the Seyfarth RWI Underwriting Counsel team describes the new filing. By: Seyfarth Shaw LLP

Corporation 172

Corporation Underwriting Mergers and Acquisitions Insurance 172

JD Supra: Mergers

JULY 19, 2024

Delaware’s Legislature passed significant amendments to the Delaware General Corporation Law (the “DGCL”) in June, at the end of its legislative session. These amendments were signed into law by Governor John Carney on July 17, 2024, and will become effective on August 1, 2024.

Corporation 167

Corporation IT 167

JD Supra: Mergers

JANUARY 8, 2024

Starting January 1, 2024, virtually all private companies will be required to report information about their beneficial owners to the Treasury Department’s Financial Crimes Enforcement Network “FinCEN”) under the Corporate Transparency Act (the “CTA”).

Corporation 187

Corporation Negotiation Economics Government 187

JD Supra: Mergers

JULY 19, 2024

On July 17, 2024, Governor John Carney signed into law several amendments to the Delaware General Corporation Law (“DGCL”) that are intended to address market uncertainty created by recent Chancery Court decisions.

Corporation 161

Corporation Business 161

JD Supra: Mergers

AUGUST 8, 2024

On August 1, 2024, the 2024 amendments to Delaware’s entity statutes went into effect.

Corporation 161

Corporation 161

JD Supra: Mergers

AUGUST 20, 2024

In our previous client alert, The Rise of the “Occasional Activist,” we discussed the increase in shareholder activism through 2022 by “occasional activists” – investors who are not funds dedicated to activist strategies or who do not regularly employ activist tactics, such as institutional investors and individuals, including company insiders.

Government 161

Government Corporation Investors Funds 161

JD Supra: Mergers

JANUARY 29, 2024

trillion – the lowest level since 2013 – the question in the corporate world, is: ‘Will M&A roar back in 2024?’. After a sluggish 2023 in which global merger and acquisition activity fell almost 20% to $2.87 By: Adams and Reese LLP

M&A 196

M&A Mergers and Acquisitions Corporation Mergers 196

JD Supra: Mergers

MAY 24, 2024

On March 28, 2024, the Council of the Corporation Law Section of the Delaware State Bar Association (“DSBA”) issued proposed amendments to the Delaware General Corporation Law (“DGCL”), which, if signed into law, would become effective on August 1, 2024. One of the proposed amendment stems from Crispo v.

Mergers 276

Mergers Corporation 276

JD Supra: Mergers

OCTOBER 2, 2024

On September 23, 2024, the Department of Justice (DOJ) updated its Evaluation of Corporate Compliance Programs policy (ECCP), which outlines the key factors prosecutors consider when evaluating the effectiveness of a corporation’s compliance program in connection with charging decisions and resolutions.

Corporation 167

Corporation IT 167

JD Supra: Mergers

MARCH 28, 2024

The Corporate Transparency Act (the “CTA”) went into effect on January 1, 2024, and requires certain corporate entities to file a report concerning beneficial ownership.

Corporation 161

Corporation 161