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Levenfeld Pearlstein, LLC

Independent Sponsor Series: A Conversation with Alexander Foshager and John Mensing of Monroe Street Partners (Part One)

Below is his conversation with Alexander Foshager and John Mensing at Monroe Street Partners (MSP), a Chicago-based investment firm that partners with family and founder-owned, lower-middle market businesses across the...more

Winstead PC

Driving an Optimal Outcome When Selling a Business

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Selling a business is a rigorous, time-intensive, emotional, and costly process. Business sellers are often navigating this process for the first, and only, time. This guide is designed to help ready sellers with the sale...more

Shook, Hardy & Bacon L.L.P.

Colorado Clarifies Limits on Noncompetes in Business Sale Arrangements

By statutory law, Colorado has generally prohibited restrictive agreements except for specific exemptions. More recent legislation provides greater clarity and specificity as it relates to restrictions on noncompetition...more

Hogan Lovells

Sudden breach of a contract and liability: key takeaways from the Altarea’s court decision (TAE Feb. 4, 2025, no. J2024000206)

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A out of the ordinary case: a breach of contract for the sale of a business (rather than the breakdown of negotiations), and more specifically for the transfer of control of the Primonial Group. Back in March 2022, the...more

Holland & Knight LLP

New York State Department of Health Publishes Form of Material Transactions Notice

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The New York State Department of Health (DOH) published on May 15, 2025, the long-awaited electronic Material Transaction Notice Form (the Form), which replaces its prior email submission process with a portal filing for...more

Troutman Pepper Locke

Recent SEC Corp/Fin Interpretations of Interest

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In new Compliance and Disclosure Interpretations (see CDIs 256.35 and 256.36) and a related no-action letter (Latham & Watkins LLP, March 12, 2025), the staff of the Securities and Exchange Commission’s Division of...more

Seward & Kissel LLP

Seward & Kissel Releases Business Transactions Group 2024 Year in Review

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2024 started a bit slow for the M&A market but came on strong in the second half. Seward & Kissel’s clients engaged in a wide variety of transactions around the globe involving interesting businesses in diverse industries....more

Oliva Gibbs

OG Talks: Good Energy and Navigating Transactions

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Join Oliva Gibbs LLP's co-owners Brad Gibbs and Zack Oliva, alongside Partner Patrick Schenkel, as they delve into the intricacies of transactional law in the oil and gas sector. From navigating jurisdiction-specific...more

Orrick, Herrington & Sutcliffe LLP

What's the Timeline for a Sale Process?

Mark Seneca and Justin Yi outline the timeframe for a typical sale, and the key work streams involved. Learn about: A basic framework from the time that you sign an LOI Key milestones from LOI to closing External...more

Troutman Pepper Locke

Planning for Success: Five Considerations for Selling Your RIA

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Every RIA owner will at some point need to transition their business, whether through internal succession, a sale of the business or otherwise. If the transition could be via a sale, the day to start planning to sell your RIA...more

Goodwin

State Healthcare Transaction Notification Laws - Massachusetts

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Key Takeaways - ..Requires parties to provide notice to the Massachusetts Attorney General (“MA AG”), the Commission, and the Center for Health Information and Analysis for transactions involving certain health facilities...more

Goodwin

Proposed State Healthcare Transaction Notification Laws

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The following states have proposed, but not passed, additional state healthcare transaction notification laws....more

Morgan Lewis

Corporate Transactions: Considerations for Addressing Equity Awards

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In corporate transactions of all kinds—mergers, acquisitions, and other business combinations—the purchaser company (Purchaser) must confront the question of how to treat the outstanding equity awards and the current equity...more

Latham & Watkins LLP

Unlocking Digital Infrastructure: European Market Drivers and Trends

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M&A activity in the digital infrastructure sector has been growing year-on-year in Europe, with deal counts and cumulative deal values highlighting the resilience of this asset class. 2024 is likely set to hit a new peak of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Europe Increasingly Turns to Special Committees in Transactions Involving a Controlling Shareholder

A takeover offer from a controlling shareholder presents a challenge to boards of directors who are tasked with protecting minority shareholders, particularly where some of the directors on the board may have relationships or...more

Morrison & Foerster LLP

Private Equity Buyer Validly Terminates Transaction by Way of “Accurate in all respects” Bring-Down Standard

On May 29, 2023, Chancellor Kathaleen McCormick of the Delaware Chancery Court held in HControl Holdings v. Antin Infrastructure Partners[1] that a private equity sponsor could walk away from its agreement to acquire a...more

CDF Labor Law LLP

Ensuring Employee Handbook Compliance During a Business Transaction or Restructuring

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As the economy changes, corporate restructures, mergers and acquisitions are on the rise. There is a plethora of employment-related issues that should be heavily vetted in advance of a corporate transaction as the target...more

Venable LLP

New Requirements for Healthcare Entity Transactions Signed into Law in New York State Budget

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New York recently joined a growing number of states enacting legislation that increases oversight of certain healthcare transactions. Article 45-A of the 2024 Executive Budget is titled "Disclosure of Material Transactions"...more

BakerHostetler

Delaware Court Raises Eyebrows by Striking Down Noncompete in Sale Transaction

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The Delaware Court of Chancery (the Court) has raised eyebrows with a recent decision, in the case of Kodiak Building Partners, LLC v. Adams, to strike down a noncompetition covenant binding upon a seller in a sale...more

Woodruff Sawyer

R&W Claims 101: Factors to Consider Before Filing a Claim

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Mergers and acquisitions have many moving parts, both before the transaction is completed and after the deal has closed. Having a reps and warranties insurance policy can make things easier for an insured if problems arise...more

Pillsbury Winthrop Shaw Pittman LLP

Corporate Transactions: Don’t Leave the Political Law Stone Unturned

Especially in an election year, due diligence in corporate mergers and acquisitions is incomplete without reviewing political law compliance. Due diligence often overlooks political law compliance issues, which can result...more

Woodruff Sawyer

R&W Claims 101: A Claims Primer for RWI Policies

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Just as representations and warranties (R&W) policies are very different from most other insurance products, so too are R&W claims, as they of course arise out of the terms of the policy. These policies provide coverage for a...more

HaystackID

A Big Chill? A Hart-Scott-Rodino Act Transaction Update (January 2022)

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Editor’s Note: The Hart-Scott-Rodino Act established the federal premerger notification program, which provides the FTC and the Department of Justice with information about large mergers and acquisitions before they occur....more

Dorsey & Whitney LLP

Chancery Opinion Provides First Delaware Court Guidance on COVID-19’s Impact on MAE Provisions and Ordinary Court Course Covenants

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On November 30, 2020, Vice Chancellor Laster of Delaware’s Court of Chancery issued the first case where the pandemic provided a company with the ability to walk away from its contractual obligations in a sale transaction,...more

Allen Matkins

Court Of Appeal Finds No Successor Liability Following Purchase Of Assets

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Buyers of assets typically like to pick and choose the assets and liabilities that they will acquire. In general, the law permits this. Thus, a corporation that purchases the principal assets of another corporation, will not...more

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