News & Analysis as of

Mergers Jurisdiction

Skadden, Arps, Slate, Meagher & Flom LLP

Merger Control in a Changing Global Context: Four Key Themes for Dealmakers

- What is new: Merger control is becoming increasingly more complex as policy and geopolitical priorities shift across the globe. - Why it matters: These developments increase the unpredictability of multijurisdictional...more

Mintz

[Podcast] Mintz On Air: Practical Policies — A Private Equity Non-Compete Primer

Mintz on

Member Jen Rubin is joined by Associate Tom Pagliarini to discuss the strategic use of restrictive covenants in private equity transactions. This episode is part of a series of conversations designed to help employers...more

Baker Botts L.L.P.

Referrals under Article 22 EUMR — Levels of information required to kick off the statutory deadline for referral by an NCA

Baker Botts L.L.P. on

On 2 July 2025, the Court of Justice of the European Union (General Court) clarified that simply "informing" the authorities of a proposed concentration isn’t enough to kick off the 15-working-days time limit under which a...more

A&O Shearman

UK merger control to see faster reviews and clarified jurisdictional tests

A&O Shearman on

The Competition and Markets Authority (CMA) has launched a consultation on proposed changes to its mergers guidance on jurisdiction and procedure (CMA2) and its mergers notice template....more

Foley & Lardner LLP

M&A Disputes Set to Rise in Latin America: How Savvy Investors Are Protecting Themselves

Foley & Lardner LLP on

As deal activity shows signs of rebounding in 2025, investors are bracing for an increase in M&A-related disputes globally, and Latin America is no exception. It appears to be leading the trend....more

Allen Matkins

Is Delaware Forum Selection Bylaw Binding On Shareholder Who Filed Suit When The Corporation Was Incorporated In California?

Allen Matkins on

In Drulias v. 1st Century Bancshares, Inc. 30 Cal. App. 5th 696 (2018), the plaintiff was a shareholder in a Delaware corporation whose board of directors approved a merger agreement and at the same time adopted a forum...more

Allen Matkins

The UCC, Passover And Another Public Company Plans Delaware Exit

Allen Matkins on

In recognition of the beginning of Passover at sunset tomorrow, today's post reprises this post from 2015...more

Latham & Watkins LLP

Proposed Amendments to Delaware General Corporation Law Aim to Clarify Corporate Transaction Rules

Latham & Watkins LLP on

If enacted, the amendments would significantly impact the risk-benefit considerations for public and private companies contemplating reincorporation or going public in a different jurisdiction. ...more

Akin Gump Strauss Hauer & Feld LLP

CFIUS Continues to Expand Its Authority and Increase Enforcement Activity

The Committee on Foreign Investment in the United States (CFIUS) continues to aggressively utilize and expand its authority to address national security risks related to foreign investment into the United States...more

Morrison & Foerster LLP

Illumina Grail: European Court Limits Commission Jurisdictional Reach in Merger Cases

The European Court of Justice (the ECJ), the EU’s highest court, has fully rejected the European Commission’s (the Commission) policy of interpreting Article 22 of the EU Merger Regulation (EUMR)[1] in a way that would allow...more

Latham & Watkins LLP

European Court of Justice Curtails European Commission’s Expansion of Its Merger Control Powers

Latham & Watkins LLP on

The judgment rejects the European Commission’s expansive re-interpretation of the European Union Merger Regulation, stressing the need for legal certainty in line with the EU legislature’s intent....more

Goodwin

In a Landmark Judgment, Top European Court Curbs European Commission’s Ability to Review “Killer Acquisitions”

Goodwin on

On 3 September 2024, the European Court of Justice (ECJ) ruled that the European Commission (Commission) cannot encourage or accept referrals for below-threshold deals from national competition authorities if those...more

WilmerHale

Two Negatives Don’t Make a Positive: European Court Rules that European Commission Cannot Review Mergers That Are Not Reportable...

WilmerHale on

In a landmark decision, the European Court of Justice (ECJ) has limited the European Commission’s (EC) ability to review mergers that fall outside thresholds at the EC level and in the Member States seeking to refer the...more

Ankura

Valuing Legal Entities as Part of a Legal Entity Rationalization – Key Aspects

Ankura on

24 In this article, we delve into the intricacies of valuing individual legal entities as part of a legal entity rationalization, exploring some of the key considerations that must be considered to prepare a robust and...more

Skadden, Arps, Slate, Meagher & Flom LLP

UK Revamps Merger Control, Expanding CMA’s Jurisdiction and Making Procedures More Flexible

The United Kingdom’s Digital Markets, Competition and Consumers Act (the Act) received royal assent on 24 May 2024. The Act introduces wide-ranging amendments to the UK competition and consumer law regimes that expand the...more

A&O Shearman

New York Court Of Appeals Clarifies Application Of Internal Affairs Doctrine But Reverses Dismissal Of Fiduciary Duty Breach...

A&O Shearman on

On May 23, 2024, the New York Court of Appeals reversed the dismissal of breach of fiduciary duty claims brought by former shareholders of a fantasy sports company (the “Company”) against its directors and other defendants...more

White & Case LLP

AI Watch: Global regulatory tracker

White & Case LLP on

The global dash to regulate AI - Artificial intelligence (AI) has made enormous strides in recent years and has increasingly moved into the public consciousness. Increases in computational power, coupled with advances in...more

Cadwalader, Wickersham & Taft LLP

FDIC Proposes Bank Merger Policy Revisions: Our Key Takeaways

On March 21, the Federal Deposit Insurance Corporation (FDIC) published for comment a proposal (Proposal) to revise its Statement of Policy on Bank Merger Transactions (SOP).  If adopted as proposed, the Proposal would modify...more

Mintz - Securities & Capital Markets...

Frequently Asked Questions for Private Companies Considering a Reverse Merger

*This piece appears in PitchBook’s 2023 Annual US VC Valuations Report. We believe this is the wrong question—we view a reverse merger as "going public" during your cross-over round, rather than as an alternative to an IPO...more

BCLP

The Year Ahead for M&A Regulation in Brussels - BCLP’s Top 5 Things to Watch in 2024

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2024 is shaping up to be a year of significant change in Brussels. European Parliamentary elections in June will be followed by the appointment of a new Commission in the autumn....more

McDermott Will & Emery

International News: Spotlight on Foreign Investment

McDermott Will & Emery on

In this dynamic global landscape, investors have always been required to make savvy, smart choices. This requires navigating through the intricate web of bilateral treaty protection, exploring the vital role these agreements...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

Skadden, Arps, Slate, Meagher & Flom LLP

Private Sector Space Projects Take Off, Leaving Legal Unknowns in Their Contrails

Key Points - - Private enterprise is now driving the long state-dominated space sector. - As geopolitical tensions mount, and growth in the wider tech M&A market slows, commercial activity in outer space — including...more

TransPerfect Legal

Key Considerations for Managing Multijurisdictional Merger Review Proceedings

TransPerfect Legal on

During TransPerfect Legal’s third annual Antitrust Clearance and Merger Enforcement conference, a panel of leading antitrust attorneys shared their strategies for overcoming the challenges presented by multijurisdictional...more

McDermott Will & Emery

Investing in Healthcare & Life Sciences - An International Guide to Regulatory and Transactional Issues Across the Sector -...

McDermott Will & Emery on

As macroeconomic forces and geopolitical dynamics continue to shape the M&A and investment climate globally, health and life sciences transactions continue to remain high priority sectors presenting both high growth and...more

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