How2Exit

MARCH 31, 2024

With a career spanning over a decade, Patrick has become an industry-agnostic specialist, facilitating financial diligence, quality of earnings, purchase price negotiation, and offering comprehensive partnership support to his clients. rn rn rn Emotional readiness and concessions are critical in M&A transactions.

Business 130

Business Mergers and Acquisitions Securities M&A 130

Cooley M&A

OCTOBER 24, 2024

Alexion Pharmaceuticals (Del. September 2024), the Delaware Chancery Courts found buyers liable for failure to comply with negotiated earnout covenants – and in the latter case, awarded the plaintiffs more than $1 billion in damages. Alexion Pharmaceuticals , arose out of Alexion’s 2018 acquisition of a company called Syntimmune.

Mergers and Acquisitions 52

Mergers and Acquisitions Mergers Negotiation Sale 52

Cooley M&A

FEBRUARY 8, 2018

280G Gross-Ups in Public Company Sales. Despite the “say on pay” environment and the elimination of virtually all 280G gross-ups in executive employment arrangements, we continue to see target boards approving full or partial 280G gross-ups for executives in connection with public company sales.

M&A 52

M&A Mergers and Acquisitions Mergers Negotiation 52

Cooley M&A

JULY 10, 2017

As with any security, the offering or sale must either be registered with the SEC or issued pursuant to a registration exemption, most typically in a private placement that is premised on issuances being made to mostly sophisticated, or “accredited,” investors (in reliance on the safe-harbor provisions of Regulation D under the Securities Act).

Securities 52

Securities IT Investors M&A 52

Cooley M&A

JANUARY 25, 2023

But it wasn’t all carve outs and concerned investors – even with the headwinds in the industry and beyond, there were still several traditional public M&A deals involving biotechnology or medical device companies, as large pharmaceutical companies continued to have cash to deploy for acquisitions.

M&A 40

M&A Mergers and Acquisitions Pharmaceutical Collaboration 40

Cooley M&A

APRIL 7, 2017

The court agreed with Gilead, based primarily on a review of the parties’ drafting and negotiating history, which was corroborated by the parties’ contemporaneous statements made after the European Commission approved the deal. Throughout the trial, it was evident that the word had various meanings during the negotiations.

Mergers and Acquisitions 40

Mergers and Acquisitions Negotiation Pharmaceutical IT 40

Cooley M&A

JUNE 10, 2020

The panel kicked off with a discussion about what types of assets pharmaceutical buyers tend to gravitate toward – both from a general market perspective and from the more specific view of Horizon. Key areas of interest for buyers and investors. rheumatology, nephrology, ophthalmology and endocrinology) and diseases within those areas.

M&A 40

M&A Medical Acquisitions Business 40