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Breach of Contract › Acquisitions › Due Diligence

Goodwin

Life Sciences Licensing and M&A Update: Catching Up on Recent Decisions Affecting Commercially Reasonable Efforts Definitions and...

Goodwin on

Recently, the Delaware Chancery Court and the Third Circuit issued three significant decisions on key issues affecting licensing and M&A transactions in the life sciences industry....more

Winstead PC

Key Considerations in Review of NDAs as a Buyer

Winstead PC on

When a company is in the process of pursuing a transaction involving the acquisition or merger of another company, one of the first negotiable documents encountered will likely be a non-disclosure or confidentiality agreement...more

Pillsbury Winthrop Shaw Pittman LLP

Investment Opportunities Abound in Japan’s M&A Market

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The outlook for inbound mergers and acquisitions opportunities in Japan is bright with the yen at a 20-year low. The yen’s recent plunge to around 135 to the U.S. dollar has made Japanese assets approximately 20% cheaper...more

Fenwick & West LLP

Delaware Reaffirms High Bar for Establishing a Material Adverse Effect

Fenwick & West LLP on

In the first case following Akorn v. Fresenius to rule on a party’s entitlement to terminate a merger agreement on the basis of a material adverse effect (MAE), the Delaware Court of Chancery ordered Boston Scientific...more

Dechert LLP

Recent Delaware Case Makes First Finding of "Material Adverse Effect": Key Takeaways

Dechert LLP on

The recent decision of the Delaware Court of Chancery in Akorn, Inc. v. Fresenius Kabi AG et. al is the first time a Delaware court has found a material adverse effect in the M&A context, and reinforces current Delaware law...more

White and Williams LLP

Reps & Warranties Insurance Claims – Observations on AIG’s 2018 Claims Report

White and Williams LLP on

In this post, we summarize some of the highlights from AIG’s recently published Mergers and Acquisitions 2018 Claims Report, and include our own observations on the role that Representations and Warranties Insurance (R&W...more

McNees Wallace & Nurick LLC

Smart Selling And Buying: 5 Main M&A Pitfalls to Avoid

McNees Wallace & Nurick LLC on

Marcellus Shale drilling was taking off, and the owner of an oil and gas service company fielded a buyout offer from a Wall Street private equity firm. Golden opportunity, right?...more

Orrick, Herrington & Sutcliffe LLP

Antimonopoly Law Considerations and Risk Management in connection with M&A Transactions

Orrick, Herrington & Sutcliffe LLP on

In This Presentation: - General Indemnity: (1) Background and structure (2) Main provisions (3) Conduct of claims - Antitrust Indemnity: (1) Background (2) Main provisions (3) Conduct of...more

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