JD Supra: Mergers

APRIL 2, 2024

On February 29, 2024, Chancellor Kathaleen St. McCormick granted in part and denied in part defendants’ motion to dismiss claims seeking to invalidate the acquisition of a gaming company (“Target”) by a large technology company under Delaware General Corporation Law (“DGCL”) Sections 251 and 141 and asserting claims of conversion.

Negotiation 155

Negotiation Government Mergers Corporation 155

JD Supra: Mergers

SEPTEMBER 5, 2024

Representations and warranties insurance (RWI) has become an increasingly common feature in mergers and acquisitions (M&A) transactions, serving as a risk management tool for both buyers and sellers. By: DarrowEverett LLP

M&A 283

M&A Insurance Mergers and Acquisitions Risk Management 283

Benchmark International

AUGUST 25, 2023

Every deal negotiation is different and requires a careful understanding of the seller’s negotiating position. Martin Franz, who leads Benchmark International’s operations in Germany, shares some basic negotiating tips for business owners looking to sell their company.

Negotiation 52

Negotiation Accountant Business Shares 52

JD Supra: Mergers

NOVEMBER 1, 2023

Previously in our series, our team evaluated a number of important points that buyers should consider when embarking on a build-to-buy transaction to protect against downside scenarios in those collaboration arrangements. Fortunately, many collaborations do result in an acquiror purchasing the desired asset.

Negotiation 155

Negotiation Collaboration 155

MergersCorp M&A International

JANUARY 9, 2024

Mergers and acquisitions (M&A) transactions can be complex and require careful negotiation to ensure both parties involved in the deal are satisfied with the outcome. MergersCorp M&A International is a leading M&A advisory firm with a global reach, specializing in the facilitation of mergers, acquisitions, and divestitures.

Negotiation 52

Negotiation M&A Mergers and Acquisitions Utilities 52

Sun Acquisitions

MAY 8, 2024

In the fast-paced world of mergers and acquisitions, where figures and spreadsheets often take center stage, a subtle yet powerful force can shape a deal’s success or failure: emotional intelligence (EI). Building Trust: The Foundation of Successful Negotiations At the heart of any successful negotiation is trust.

Negotiation 59

Negotiation Business Mergers and Acquisitions M&A 59

JD Supra: Mergers

JULY 21, 2023

Buy-side executives in an M&A deal negotiate with their sell-side counterparts for months, plying them for information, assessing the seller’s weaknesses and pressure points, and even making informal entreaties when the parties’ standstill agreement says they shouldn’t —all to get the best deal for the acquirer.

Negotiation 130

Negotiation M&A Corporation Business 130

JD Supra: Mergers

SEPTEMBER 10, 2024

In merger and acquisition (M&A) transactions, the definitive purchase agreement typically contains representations and warranties made by the seller with respect to the target company. Originally Published in Bloomberg Law. By: Goulston & Storrs PC

Mergers and Acquisitions 177

Mergers and Acquisitions Negotiation M&A Mergers 177

Deal Lawyers

FEBRUARY 29, 2024

.; 2/24), Chancellor McCormick refused to dismiss a plaintiff’s claims that the Activision Blizzard board of directors “violated multiple provisions of the Delaware General Corporation Law (the “DGCL”) governing board negotiation and board and stockholder approval of merger agreements” when it authorized the company’s merger (..)

Mergers 100

Mergers Negotiation Government Corporation 100

JD Supra: Mergers

SEPTEMBER 11, 2024

In merger and acquisition (“M&A”) transactions, the definitive purchase agreement, whether asset purchase agreement, stock purchase agreement, or merger agreement, typically contains representations, warranties, and covenants, along with related indemnification obligations.

Mergers and Acquisitions 167

Mergers and Acquisitions Negotiation Mergers M&A 167

JD Supra: Mergers

SEPTEMBER 12, 2024

asset purchase agreement, stock purchase agreement, or merger agreement—typically contains representations and warranties that the seller makes with respect to the target company. In M&A transactions, the definitive purchase agreement—e.g., By: Goulston & Storrs PC

Negotiation 167

Negotiation M&A Mergers Stock 167

MergersCorp M&A International

MAY 3, 2024

MERGERSCORP is a leading American Investment Banking Advisory firm that specializes in facilitating mergers and acquisitions for companies across various industries. The company was founded with the mission of providing strategic and comprehensive advisory services to help businesses navigate the complexities of mergers and acquisitions.

Private Equity 52

Private Equity Negotiation Equities Funds 52

JD Supra: Mergers

AUGUST 1, 2024

When a company is in the process of pursuing a transaction involving the acquisition or merger of another company, one of the first negotiable documents encountered will likely be a non-disclosure or confidentiality agreement ("NDA"). By: Winstead PC

Negotiation 167

Negotiation Mergers Acquisitions 167

JD Supra: Mergers

SEPTEMBER 11, 2024

In M&A transactions, the definitive purchase agreement, whether asset purchase agreement, stock purchase agreement, or merger agreement, typically contains representations and warranties and related indemnification covenants.

Negotiation 167

Negotiation M&A Mergers Stock 167

Focus Investment Banking

OCTOBER 7, 2024

Mergers & Acquisitions For Dummies provides useful techniques and real-world advice for anyone involved with – or thinking of becoming involved with – transactional work. If you’re getting involved with a merger or an acquisition, this book will help you gain a thorough understanding of what the heck is going on.

Mergers 52

Mergers Acquisitions Mergers and Acquisitions M&A 52

Shearman & Sterling

APRIL 1, 2024

The Court also sustained the conversion claim but dismissed the claims under Section 251(d), which prohibits any amendment of a merger agreement having an adverse effect on stockholders.

Mergers 52

Mergers Negotiation Mergers and Acquisitions Government 52

Shearman & Sterling

APRIL 1, 2024

The Court also sustained the conversion claim but dismissed the claims under Section 251(d), which prohibits any amendment of a merger agreement having an adverse effect on stockholders.

Mergers 52

Mergers Negotiation Mergers and Acquisitions Government 52

How2Exit

OCTOBER 28, 2024

E252: How Issac Qureshi Built an E-Commerce Empire: Mergers, Acquisitions, and Leveraged Buyouts - Watch Here About the Guest(s): Issac Qureshi : Issac Qureshi is the founder and owner of Bauer, a mergers and acquisitions (M&A) firm specializing in e-commerce. The beauty is that it doesn't cost us anything.

Mergers and Acquisitions 130

Mergers and Acquisitions Acquisitions Mergers M&A 130

JD Supra: Mergers

AUGUST 30, 2023

In any merger or acquisition, the due diligence stage is one of the most critical steps. It allows the acquiring company to identify dealbreakers, assess risks, make informed decisions, negotiate effectively, ensure compliance, plan for integration, and set the stage for a successful and value-enhancing merger or acquisition.

Mergers and Acquisitions 182

Mergers and Acquisitions M&A Negotiation Mergers 182

The New York Times: Mergers, Acquisitions and Dive

APRIL 18, 2024

The company and Apollo Global Management are discussing a joint effort, even as Paramount conducts exclusive merger negotiations with Skydance.

Negotiation 144

Negotiation Mergers Management Mergers and Acquisitions 144

JD Supra: Mergers

JULY 27, 2023

In our last installment, we discussed some of the initial steps involved in the process of selling a dental practice, including preparing your practice for sale and finding a potential suitor. Specifically, we described ways in which sellers can find potential buyers and work with advisors and brokers to evaluate the best fit.

Negotiation 130

Negotiation Broker Sale 130

Devensoft

JUNE 13, 2023

Purchasing a business is a significant decision that requires careful planning and negotiation. One of the most critical steps in the acquisition process is negotiating the letter of intent (LOI). Key terms to negotiate in a LOI to purchase a Business When negotiating the terms of a LOI, there are several key factors to consider.

Negotiation 52

Negotiation Business Mergers and Acquisitions M&A 52

Global Newswire by Notified: M&A

NOVEMBER 13, 2024

(Nasdaq: ENTO) (“Entero” or the “Company”), today announced that it has entered into a binding term sheet for a reverse merger transaction (the “Proposed Merger”) with Journey Therapeutics, Inc. Upon completion of the Proposed Merger, the shareholders of Journey will acquire 99% of the equity of Entero.

Mergers 45

Mergers Capital Market Negotiation Equities 45

JD Supra: Mergers

JANUARY 25, 2024

​In a venture capital deal, a liquidation preference refers to the payout investors receive in a liquidation event (like a sale or merger) prior to any payments made to the common stockholders. By: Wyrick Robbins Yates & Ponton LLP

Negotiation 167

Negotiation Investors Capital Sale 167

The New York Times: Mergers, Acquisitions and Dive

DECEMBER 21, 2023

A potential deal could bolster their streaming businesses and negotiating power with cable operators. But their crushing debt load could be a turn-off.

Debt 108

Debt Negotiation Mergers Business 108

JD Supra: Mergers

NOVEMBER 18, 2024

Get up to speed with Ramy Shweiky and Mark Seneca on: Negotiable terms when establishing a purchase price How your purchase price is adjusted at closing Examples of debt-like items. By: Orrick, Herrington & Sutcliffe LLP

Debt 155

Debt Negotiation 155

JD Supra: Mergers

MAY 2, 2024

Dealmaking in the life sciences sector comes with characteristics not typically seen in more traditional mergers and acquisitions (M&A). Deals often involve negotiating around complexities associated with both the unique nature of assets of life sciences companies and the unique industry ecosystem that brings these assets to life.

M&A 161

M&A Mergers and Acquisitions Medical Negotiation 161

JD Supra: Mergers

APRIL 16, 2024

(“MFW”) that a court will apply the entire fairness standard of review to freeze-out merger transactions between a controlled corporation and its controlling stockholder when the controlling stockholder receives a non-ratable benefit unless the controller conditions the transaction on (1) negotiation by an independent committee and (2) approval by (..)

Negotiation 161

Negotiation M&A Business Corporation 161

Sun Acquisitions

JANUARY 8, 2024

Mergers and acquisitions (M&A) are intricate processes that can reshape industries, drive growth, and create opportunities for companies to enhance their market presence. However, navigating the complexities of M&A requires strategic insight, careful negotiation, and a deep understanding of the business landscape.

Mergers and Acquisitions 59

Mergers and Acquisitions Broker Mergers Business 59

Lake Country Advisors

MARCH 21, 2024

Mergers have become a common strategy for growth and expansion. However, amidst the excitement of potential synergies and increased market share, there lurk legal pitfalls that can derail even the most meticulously planned mergers.

Mergers 98

Mergers Business Risk Assessment Management 98

How2Exit

OCTOBER 16, 2023

b' E149: Bill Snow: From Sales to Mergers and Acquisitions Expert - Watch Here rn rn Here is what my team and I learned from this interview: (These are notes from team members, writers, sometimes AI, and even listeners who submitted what i learned loosely edited and shared here) - If it seems a bit unrefined, you're reading our notes, so.

Mergers and Acquisitions 130

Mergers and Acquisitions Mergers Acquisitions Sale 130

Global Newswire by Notified: M&A

DECEMBER 29, 2023

OTC: ILUS) is a Mergers and Acquisitions company focused on acquiring and growing companies in the public safety, industrial, defense and renewable sectors. NEW YORK, NY, Dec. 29, 2023 (GLOBE NEWSWIRE) -- via NewMediaWire -- ILUS International Inc.

Mergers and Acquisitions 56

Mergers and Acquisitions Mergers Acquisitions Negotiation 56

Lake Country Advisors

NOVEMBER 20, 2023

Mergers and acquisitions (M&A) are key strategies in today’s business landscape, often dictating a company’s success and market position. Definition and Key Concepts While distinct in their mechanics and outcomes, merger and acquisition share the common goal of corporate growth and market expansion. What is a Merger?

Mergers and Acquisitions 52

Mergers and Acquisitions Mergers Acquisitions M&A 52

JD Supra: Mergers

SEPTEMBER 22, 2023

Corporate mergers, asset acquisitions, and divestitures often include a variety of environmental components or considerations – some of which can be nuanced – that can affect and can be affected by other non-environmental components.

Mergers and Acquisitions 149

Mergers and Acquisitions Negotiation Corporation Mergers 149

How2Exit

OCTOBER 11, 2023

rn Visit [link] rn _ rn About The Guest(s): Steven Kuhn is a mergers and acquisitions expert, turnaround expert, and coach. rn Summary: Ronald Skelton interviews Steven Kuhn, a mergers and acquisitions expert and turnaround expert. Reconciled sets the standard for consistency and quality that you can count on.

Mergers and Acquisitions 130

Mergers and Acquisitions Mergers Acquisitions M&A 130

JD Supra: Mergers

JANUARY 8, 2024

US Corporate Article - The American Bar Association’s (ABA) Business Law Section has released its 2023 Private Target Deal Points Study (the “Study”), the flagship product of the Market Trends Subcommittee of the Mergers and Acquisitions Committee. private companies.

Mergers and Acquisitions 161

Mergers and Acquisitions Negotiation Acquisitions Corporation 161

IBG

AUGUST 21, 2023

A powerful tool in negotiating a business’s purchase price, an earnout can bridge the gap between the amount that a buyer is willing to pay and the seller is willing to accept. Negotiations often result in a compromise, such as gross profit. The post Earnouts: Bridging the Gap in Price Negotiation appeared first on IBG Business.

Negotiation 52

Negotiation Profitability Business Sale 52