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Mergers Safe Harbors

Paul Hastings LLP

Private Company Report: Q2 2025

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This edition of the Private Company Report highlights critical updates and regulatory changes affecting private companies, including the expansion of Qualified Small Business Stock tax benefits under the One Big Beautiful...more

Dacheng

China Monthly Antitrust Update: July 2025

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This monthly report outlines key developments in China’s antitrust sector for July. SAMR Solicits Public Comments on the Revised Provisions on the Prohibition of Monopoly Agreements, Refining the “Safe Harbor” Standards for...more

Paul Hastings LLP

DOJ’s M&A Safe Harbor Highlights Importance of Post-Close Due Diligence and Integration

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On June 16, the U.S. Department of Justice’s (DOJ’s or Department’s) National Security Division (NSD or Division) announced they had declined to prosecute the private equity firm White Deer Management LLC for violations of...more

Mayer Brown

Delaware Law Alert: A Step-by-Step Approach for Boards Evaluating Conflicted Director, Officer, and Controlling Stockholder...

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In perhaps one of the most significant revisions to the Delaware General Corporation Law (DGCL), on March 25, 2025, the governor signed into law amendments overhauling much of the state’s law relating to conflicted...more

Benesch

Delaware Amends DGCL Section 144 to Add Safe Harbors for Interested and Controlling Stockholder Transactions

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On March 25, 2025, the governor of Delaware signed into law significant changes to Section 144 of the Delaware General Corporation Law (“DGCL”). The changes provide safe harbors to Boards of Directors and controlling...more

Cole Schotz

State of Delaware Adopts Milestone Amendments to the Delaware General Corporation Law

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On March 25, 2025, significant amendments to the General Corporation Law of the State of Delaware (the DGCL), intended to provide greater certainty to transaction planners in light of recent Delaware case law developments,...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

DLA Piper

From the US to Brazil: Tackling Corruption Risks in M&A

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Corporate transactions, especially mergers and acquisitions (M&A), have become pivotal strategies for growth in an increasingly globalized economy. However, with this expansion comes the responsibility of navigating complex...more

Fenwick & West LLP

Delaware Proposes Significant Amendments to the Delaware General Corporation Law

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On February 17, 2025, Senate Bill No. 21 was introduced in the Delaware State Senate to amend the Delaware General Corporation Law (DGCL)....more

Akerman LLP

2025 Adjustments to HSR Act Thresholds, HSR Filing Fees, Interlocking Directorates Safe Harbor, and Maximum Civil Penalties

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Key Takeaways - The 2025 adjusted HSR threshold is $126.4 million. All transactions valued below that amount are exempt from the HSR filing requirement....more

Gardner Law

Honesty is the Best Policy: Navigating the DOJ’s M&A Safe Harbor

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The recent announcement of the Department of Justice’s (DOJ) M&A Safe Harbor policy has significant implications for companies involved in mergers and acquisitions (M&A) within the healthcare industry. This new policy...more

Vinson & Elkins LLP

With Updated Corporate Compliance Guidance, DOJ Provides Companies with More Reasons to Focus on AI and Technology

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On September 23, 2024, the U.S. Department of Justice (DOJ) released an updated version of its guidance to prosecutors on the Evaluation of Corporate Compliance Programs (“ECCP”)....more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - October 2024

Ninth Circuit Affirms Dismissal of Insider Trading Claims Against Satellite Operator Investors Based on Stock Sales After FCC Chairman Vote - In re Silver Lake Grp., LLC Sec. Litig. (9th Cir. July 24, 2024) What to...more

Gardner Law

[Hybrid Event] Due Diligence Decoded: M&A Success in FDA-Regulated Industries - September 20th, Boston, MA

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Join Gardner Law for a half-day CLE event in person at Loft on Two in Boston, MA or attend virtually. Industry experts will decode the intricacies of regulatory scrutiny and strategic decision-making in acquisitions. Gain...more

Foley & Lardner LLP

What Every Multinational Company Should Know About … the U.S. DOJ’s Safe Harbor Policy and What the Antitrust Division Requires

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In October 2023, the Department of Justice (DOJ) announced a new Mergers & Acquisitions Safe Harbor Policy (“Safe Harbor Policy”) designed to encourage acquiring companies to voluntarily disclose criminal misconduct...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

Womble Bond Dickinson

DOJ Announces New Task Force on Health Care Monopolies and Collusion

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On May 9, 2024, the Antitrust Division of the Department of Justice (DOJ) announced a new Task Force on Health Care Monopolies and Collusions (HCMC). Comprised of civil and criminal prosecutors, economists, healthcare...more

Benesch

How DOJ’s Safe Harbor Policy Alters the Calculus for M&A Due Diligence

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Since at least the adoption of the organizational Federal Sentencing Guidelines in 1991, the government has encouraged companies to adopt an effective compliance program that prevents and deters misconduct....more

American Conference Institute (ACI)

[Event] 18th Annual Conference on Anti-Corruption - June 18th - 19th, London, United Kingdom

Hosted by the C5 Group, the 18th Annual Conference on Anti-Corruption London will bring together the brightest minds in anti-corruption and compliance to review the most pressing multi-jurisdictional enforcement updates...more

American Conference Institute (ACI)

[Event] The Brazil Summit on Anti-Corruption, Integrity & ESG - May 22nd - 23rd, São Paulo, Brazil

Hosted by American Conference Institute, the 14th Annual Summit on Anti-Corruption, Integrity & ESG returns to Brazil for another groundbreaking year to discuss the current high-stakes dilemmas impacting your organization....more

WilmerHale

2024 M&A Report

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While the 2022 M&A market was buoyed by deal carryover from 2021 and more conducive market conditions in the first half of the year, the 2023 M&A market felt the impact of the Federal Reserve’s most aggressive interest rate...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

DOJ Official Cites Old West ‘WANTED’ Posters in Announcement of New Whistleblower Monetary Awards Program

On March 7, 2024, Deputy Attorney General Lisa Monaco said that the U.S. Department of Justice (DOJ) will test out a program to pay whistleblowers if they provide information on serious financial crimes and foreign and...more

American Conference Institute (ACI)

[Event] FCPA & Anti-Corruption for the Life Sciences Industry - May 9th - 10th, New York, NY

Hosted by the American Conference Institute, the 19th Annual FCPA & Anti-Corruption Conference for the Life Sciences Industry returns for another exciting year with carefully researched programming based on critical findings...more

Fenwick & West LLP

SEC’s New Disclosure Rules Impact SPACs and Target Companies

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Almost two years after the publication of proposed rules (the Proposed Rules) on March 30, 2022, the SEC has adopted final rules (the Final Rules) to enhance disclosure and expand liability in initial public offerings by...more

WilmerHale

Global Anti-Bribery Year-in-Review: 2023 Developments and Predictions for 2024

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Publicly announced Foreign Corrupt Practices Act (FCPA) enforcement activity in 2023 did not return to the levels seen a few years ago, as indicated by both the total number of cases against corporate and individual...more

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