JD Supra: Mergers

MAY 31, 2024

The FTC and DOJ issued a Request for Information for Public Comment on Corporate Consolidation Through Serial Acquisitions and Roll-Up Strategies (RFI) to understand how frequently these types of acquisitions occur and how they are impacting markets. By: Cozen O'Connor

Acquisitions 172

Acquisitions Corporation 172

JD Supra: Mergers

MAY 16, 2024

A fully informed stockholder vote can help protect a company and its directors from lawsuits challenging a transaction. Under Delaware law, board decisions may enjoy deference under the business judgment rule where stockholder approval is obtained after they have received all material information.

Business 172

Business IT 172

JD Supra: Mergers

FEBRUARY 13, 2024

The Informed Board podcast is a companion to our quarterly Informed Board newsletter. Our panel discusses best practices, including how to develop multiple and next-level candidates, how to keep internal candidates incentivized, and how appointing an executive chairman for a fixed term can help a new CEO transition into the role.

Management 167

Management 167

JD Supra: Mergers

JUNE 21, 2024

When is a board of directors permitted to withhold information from one of its members?

Government 172

Government IT M&A Corporation 172

JD Supra: Mergers

JUNE 11, 2024

At the end of May, the Israel Competition Authority’s Director General published a consent decree with Mizra Delicacy Food Industries and Zilber Meat and Sausage Products Industries. Both companies agreed to pay approximately ILS 1.5 million to the State treasury for violating the Competition Law. The consent decree is now open for public comment.

Mergers 161

Mergers Food 161

JD Supra: Mergers

MAY 8, 2024

The recent Request for Information by the Federal Trade Commission (FTC), Department of Justice (DOJ) and Department of Health and Human Services (HHS) seeking input on the effects of private equity (PE) investment in the healthcare sector underscores the importance of an effective compliance program.

Private Equity 172

Private Equity Equities Portfolio Healthcare 172

JD Supra: Mergers

APRIL 29, 2024

On April 18, 2024, the Financial Crimes Enforcement Network (FinCEN) released further guidance regarding to Corporate Transparency Act compliance (CTA) by updating and expanding the Beneficial Ownership Information Reporting Frequently Asked Questions regarding the Beneficial Ownership Information (BOI) Reporting Rule (FAQs).

Financial Institution 300

Financial Institution Government Corporation 300

JD Supra: Mergers

OCTOBER 9, 2024

As the air turns crisp, many of us above the equator will begin to think of the winter holidays. A subset of these people will think about holiday wish-lists. And the thoughts of nearly all of that subset, or at least the healthy portion, will coalesce around two questions. By: Wilson Sonsini Goodrich & Rosati

155

155

JD Supra: Mergers

MAY 1, 2024

In response to these scams, FinCEN posted an alert on the Beneficial Ownership Information homepage stating, “FinCEN has learned of fraudulent attempts to solicit information from individuals and entities who may be subject to reporting requirements under the Corporate Transparency Act.” The alert includes a.

Corporation 299

Corporation 299

JD Supra: Mergers

FEBRUARY 10, 2025

The German Federal Court of Justice (BGH) clarified in a ruling on September 15, 2023 (V ZR 77/22) that sellers may not rely only on the information they put in a data room when fulfilling their disclosure obligations towards a buyer or investor.

Finance 172

Finance Finance Corporation M&A 172

JD Supra: Mergers

FEBRUARY 10, 2025

The new HSR rules will fundamentally alter the premerger notification process, and substantially increase the burden on filing parties, who will need to provide significantly more information and documents with their initial filings.

M&A 172

M&A Mergers 172

JD Supra: Mergers

SEPTEMBER 3, 2024

The MOU - On August 28, 2024, the National Labor Relations Board and Department of Labor (“Labor Agencies”) entered into a Memorandum of Understanding with the Department of Justice – Antitrust Division and the Federal Trade Commission (the “Antitrust Agencies”) that formalizes the commitment of Labor Agencies to support Antitrust Agencies’ review (..)

Mergers 187

Mergers Trading 187

JD Supra: Mergers

MARCH 24, 2025

On March 20, 2025, the U.S. Securities and Exchange Commission (SEC) staff issued a set of Compliance & Disclosure Interpretations (C&DIs). In particular, SEC staff revised or withdrew several C&DIs to allow all Form S-3s, not just Form S-3ASRs, to be filed and declared effective after filing the Form 10-K but prior to filing the.

Securities 167

Securities 167

TechCrunch: M&A

NOVEMBER 29, 2023

The Information first reported the news. SpaceX is known for its vertical integration, but one component it’s been outsourcing is parachutes — until earlier this month, when the company quietly acquired parachute vendor Pioneer Aerospace after its parent company went bankrupt. All rights reserved. For personal use only.

IT 337

IT Acquisitions Mergers and Acquisitions Mergers 337

JD Supra: Mergers

MARCH 21, 2025

Key Takeaways: Boards Duty to Monitor the Trustee: A companys board of directors has a fiduciary duty to monitor the ESOP trustees actions in an ESOP transaction, ensuring that the trustee is acting in the exclusive interest of the ESOP participants and has sufficient information to make informed decisions with respect to the transaction.

177

177

JD Supra: Mergers

MAY 30, 2024

Previously, the agencies had primarily focused their efforts on the healthcare industry, but this latest joint Request for Information invites members of the public to submit “examples” of companies using a “serial. By: Seyfarth Shaw LLP

Acquisitions 281

Acquisitions Healthcare Trading Business 281

JD Supra: Mergers

JANUARY 7, 2025

They highlight the importance of understanding both CFIUS actions and FOCI requirements, as they can overlap and inform one another, particularly regarding national. By: Holland & Knight LLP

Trading 167

Trading Investment Securities 167

JD Supra: Mergers

SEPTEMBER 17, 2024

Data privacy and security risk and compliance issues relating to exchanges of personal information during merger, acquisition, and similar transactions can sometimes be overlooked. By: Jackson Lewis P.C.

Mergers and Acquisitions 182

Mergers and Acquisitions M&A Mergers Acquisitions 182

JD Supra: Mergers

MAY 17, 2024

By: K&L Gates LLP

Manufacturing 187

Manufacturing Mergers IT 187

JD Supra: Mergers

JUNE 5, 2024

On May 23, 2024, the Federal Trade Commission (“FTC”) and the Department of Justice (“DOJ”) Antitrust Division announced a Request for Information (“RFI”) seeking information from the public to “identify serial acquisitions and roll-up strategies throughout the economy that have led to consolidation that has harmed competition.”.

Acquisitions 177

Acquisitions Trading 177

H. Friedman Search

JULY 10, 2024

The Hidden Impact Having a Recruiter Working For You Do you know that a good recruiter who knows your specific niche is invaluable as a source of information to you, the hiring manager? Sure, you know all the good candidates out there, but a recruiter who is entrenched in your specific field is a source of so much more information for you.

Recruitment 229

Recruitment Management Finance Finance 229

JD Supra: Mergers

JUNE 18, 2024

Training new employees often involves disclosing information containing trade secrets to these employees – valuable information that could be utilized to start a competing business or improve a competitor’s operation. Many employers and stakeholders in U.S. businesses may initially balk at this news. By: Caldwell

Utilities 172

Utilities Trading Business 172

JD Supra: Mergers

OCTOBER 23, 2024

Department of Defense (DOD) published the final CMMC 2.0 Program rule.

Securities 172

Securities 172

JD Supra: Mergers

NOVEMBER 7, 2023

The purpose of the Corporate Transparency Act isto “better enable critical nationalsecurity, intelligence, and law enforcement efforts to counter money laundering, the financing of terrorism, and other illicit activity” by creating a national registry of beneficial ownership information for “reporting companies.” By: Gray Reed

Corporation 177

Corporation Finance Finance 177

JD Supra: Mergers

OCTOBER 15, 2024

The FTC has finalized significant changes to the information and level of detail that will be required in premerger antitrust filings under the HSR Act. The new rules will take effect in early 2025. By: Foley & Lardner LLP

Investors 172

Investors Business 172

JD Supra: Mergers

MARCH 17, 2025

11819 - Audi / Qatar Holding / Sauber Hodling) - Commission carries out unannounced antitrust inspections in the non-alcoholic drinks sector and asks for information in personal care sector - Financial Times. COMPETITION - Non-opposition to a notified concentration (Case M.11819 By: Mayer Brown

M&A 161

M&A 161

H. Friedman Search

AUGUST 1, 2024

All firms are doing some sort of background check whether formal or informal. What Formal & Informal Background Checks Say About You When a recruiter is working with a candidate and raises the issue of background checks, the candidate must be open and disclose any possible issues that could be revealed.

Recruitment 240

Recruitment Management Finance Finance 240

JD Supra: Mergers

MARCH 6, 2025

Department of Treasury has suspended all penalties and fines for beneficial ownership information (BOI) reporting under the Corporate Transparency Act (CTA) for U.S. citizens and domestic reporting companies. If there are no penalties or fines for failing to file BOI reports, why would anyone file? By: McGlinchey Stafford

Corporation 167

Corporation 167

JD Supra: Mergers

NOVEMBER 7, 2023

Beginning January 1, 2024, certain privately held companies, known as “reporting companies,” will be required to file a Beneficial Ownership Information (BOI) Report to identify, and provide personal information about, their direct and indirect owners to the U.S.

Corporation 177

Corporation Business 177

JD Supra: Mergers

JANUARY 30, 2024

Pursuant to the Corporate Transparency Act (CTA), certain “Regulated Entities” must now file information concerning their beneficial ownership information (BOI) with the Financial Crimes Enforcement Network (FinCEN) so that the data can be accessed by law enforcement, the IRS, certain other agencies, and select financial services companies in a new (..)

Corporation 172

Corporation Financial Services Government Securities 172

JD Supra: Mergers

JANUARY 2, 2024

UK CMA Provides First Informal Guidance on Environmental Sustainability Agreement - On 14 December 2023, the UK Competition and Markets Authority (CMA) published its first informal guidance on the application of UK competition law to an environmental sustainability agreement. By: McGuireWoods LLP

IT 161

IT 161

JD Supra: Mergers

OCTOBER 9, 2024

The Corporate Transparency Act (CTA) requires “reporting companies” to report certain beneficial ownership information (BOI) to the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN) in order to enhance corporate transparency in the United States. By: Burr & Forman

Corporation 177

Corporation 177