The Corporate Transparency Act (CTA), which went into effect on January 1, 2024, provided an initial grace period for existing entities to file their Beneficial Ownership Information (BOI) reports. For entities formed prior to January 1, 2024, the CTA requires...
After well over a year of nail-biting, hand wringing, and waiting, the Federal Trade Commission (FTC) announced earlier this October that it had finalized proposed revisions to the Hart-Scott-Rodino (HSR) premerger notification program filing rules. The FTC’s...
Negotiating definitive agreements is all about risk allocation. A buyer could settle for a comprehensive general representation about the target and sellers’ compliance with all laws, but when it comes to compliance with anti-corruption laws, the risk is...
Ancillary agreements play a crucial role in acquisition transactions, complementing and supporting the primary acquisition agreement. Common ancillary agreements include employment agreements, non-competition agreements, transition services agreements, assignments...
More jurisdictions than ever before require parties to M&A deals involving the acquisition of healthcare providers to make premerger notification filings with a state attorney general or other state authority. Use Practical Guidance’s Healthcare Transaction...
Artificial intelligence (AI) tools and resources are inundating the news, social media, professional seminars, and inboxes. AI is part of every conversation across industries and professional services, and more and more businesses are integrating these tools into...
In the United States, federal and state banking laws and the regulations promulgated by federal and state banking regulators provide a comprehensive system that regulates and supervises the activities of banking institutions, including their M&A activities...
Between the Treasury Department’s release of the highly anticipated draft outbound investment regulations to the Committee on Foreign Investment in the United States (CFIUS)’s annual report to Congress detailing a booming year in cross-border deal scrutiny...
Fall is just around the corner, and new M&A associates will receive their first assignments. Reviewing due diligence is not just a rite of passage, it is an invaluable task that impacts negotiations, the drafting of definitive agreements, and sometimes due...
Artificial Intelligence (AI) is all over the news, your podcasts, and even CLE courses. But should you also be addressing AI with specific provisions in your acquisition agreements? Whether your client is buying, selling, or making an investment in a company in...
Parties come together to form joint ventures when all involved believe that they will have greater success working cooperatively on a specific project, product, or business than they would have if they each undertook the endeavor on their own. More often than not...
SPACs continue to seek private company acquisition targets now that uncertainties around regulations and rules are becoming less of a mystery. Although market conditions and regulatory scrutiny still lead to terminations of pending de-SPAC transactions, a number...
Practical Guidance’s M&A Trends & Insights has the articles, client alert digests, and expert insights you need to stay up to date on important legal developments in M&A, including coverage of the Delaware Supreme Court’s recent ruling on...
Tender offers are often utilized in public takeover bids as the only means to acquire majority ownership of a public company without the support of the target company’s board of directors Therefore, securing the support of key shareholders through written...
With the ebbs and flows of an uncertain financial market, deal certainty is increasingly important for buyers and sellers alike. When a buyer’s ability to close an M&A transaction is dependent upon third-party financing arrangements, sellers may want...