A number of notable developments over the past year, including disclosure trends and rule changes that impact the annual report on Form 20-F for fiscal year 2023, have updated the U.S. Securities and Exchange Commission...more
Global M&A Activity Endures Headwinds in 2023 and Displays Resilience Going Into 2024 -
Despite market headwinds, dealmakers have looked to carveouts, spin-offs, joint ventures and other creative deal structures to engage...more
12/22/2023
/ Acquisitions ,
Antitrust Provisions ,
Banking Sector ,
Capital Markets ,
China ,
Climate Change ,
Commercial Real Estate Market ,
Competition ,
Controlling Stockholders ,
Corporate Governance ,
Cross-Border ,
EU ,
Exit Strategies ,
Financial Services Industry ,
Geopolitical Risks ,
Global Dealmaking ,
HKEx ,
Insurance Industry ,
Joint Venture ,
Merger Controls ,
Mergers ,
Private Equity ,
Regulatory Agenda ,
Risk Management ,
Securities ,
Short-Term Loans ,
Takeovers ,
Technology Sector ,
UK
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
12/18/2023
/ Acquisitions ,
Controlling Stockholders ,
Corporate Governance ,
Corporate Sales Transactions ,
Disclosure ,
Disclosure Requirements ,
EU ,
Jurisdiction ,
Mergers ,
Minority Shareholders ,
Non-Shareholders ,
Publicly-Traded Companies ,
Special Committees ,
UK
Key Points -
U.K.-incorporated companies may assume that they are protected by the
- Takeover Code’s rules on bids and other changes of control, but that is not always true if they are listed in the U.S.
- Whether...more
There have been a number of notable recent developments in U.S. Securities and Exchange Commission regulation of foreign private issuers (FPIs), including disclosure trends and rule changes that impact the annual report on...more
On 30 April 2021, the UK Financial Conduct Authority (FCA) published a consultation paper proposing changes to the Listing Rules applicable to special purpose acquisition companies (SPACs)....more
Special purpose acquisition companies (SPACs), also referred to as “blank check” companies, have reached record numbers in the United States, with 242 SPACs conducting an initial public offering (IPO) on either NYSE or Nasdaq...more
UK Prime Minister Theresa May today served formal notification of the UK’s intention to withdraw from the European Union (EU) pursuant to Article 50 of the Treaty of Lisbon. This action commences a period of up to two years...more
This report offers an overview of the state of activism in Europe, as well as country-specific profiles for the United Kingdom, France, Germany, Italy and Switzerland, including information and commentary on noteworthy...more
10/19/2016
/ Acquisitions ,
Activist Investors ,
Board of Directors ,
Controlling Stockholders ,
EU ,
France ,
Germany ,
Italy ,
Mergers ,
Popular ,
Proxy Contests ,
Say-on-Pay ,
Shareholder Activism ,
Shareholder Rights ,
Switzerland ,
UK ,
Unions ,
Voting Rights
On June 23, the UK electorate took the historic decision to leave the European Union, a process that has never been undertaken by any member state. While the vote itself does not trigger the process of exit from a legal...more
6/28/2016
/ Anti-Avoidance ,
Article 50 Treaty of the EU ,
Bilateral Agreements ,
Conflicts of Laws ,
Corporate Taxes ,
Data Protection ,
David Cameron ,
Debt Financing ,
Dispute Resolution ,
EU ,
EU Data Protection Laws ,
European Economic Area (EEA) ,
Financial Services Industry ,
Free Movement ,
Global Economy ,
Hague Convention ,
Immigration ,
International Arbitration ,
International Labor Laws ,
International Tax Issues ,
Referendums ,
Scotland ,
Stamp Duty Land Tax ,
State Aid ,
Treaty of Lisbon ,
UK ,
UK Brexit ,
UK Competition and Markets Authority (CMA) ,
Value-Added Tax (VAT) ,
Withholding Tax ,
WTO
The use of “stichtings,” or Dutch foundations, in the M&A context became more widely known outside of Europe in 2015 in connection with Mylan N.V.'s use of a Dutch poison pill defense against Teva's unsolicited offer. The...more
In 2014, Europe registered its highest levels of M&A deal activity since the financial crisis. Compared to 2013, overall European M&A activity climbed 40.5 percent to $901.4 billion (the highest value since 2008). Inbound...more
Shareholder activism has risen significantly since the start of the financial crisis, with global shareholder campaigns increasing by 62 percent since 2010. This growth is partially driven by activist hedge funds, reaping...more
The U.K. Government recently published the Financial Services (Banking) Reform Bill (the “Bill”) which implements the key recommendations of the U.K.’s Independent Commission on Banking (the “ICB”). The ICB was established in...more