Comparative Playbook: Navigating Conflicts in Delaware and Nevada
Companies approaching or having recently completed an IPO often face increased scrutiny around transactions involving insiders, investor-appointed directors or controlling stockholders. To help boards and management teams navigate these issues, Cooley’s Liz Dunshee and Courtney Tygesson put together a comparative playbook outlining how Delaware and Nevada law each address conflicted transactions […]
UK Merger Control in 2026 – What to Expect
In 2025, the UK Competition and Markets Authority (CMA) signalled a significant shift in its enforcement and merger review priorities, emphasising its alignment with the UK government’s pro-growth, pro-business agenda. While speeches by CMA executives in previous years had emphasised the need to avoid under-enforcement, including in the context of […]
Cooley’s 2026 Year Ahead for Life Sciences M&A: Competition and Creativity in a Dynamic Environment
This time last year, we wistfully remarked that M&A activity in the life sciences sector had decided to slim down and join the GLP-1 trend. Since then, dealmakers in the space have discovered their appetite again – and then some. Johnson & Johnson (J&J) kicked off 2025 with its $14.6 […]
Cooley’s 2025 Tech M&A Year in Review: Tech M&A Revival – Big Deals Keep on Turnin’
Despite early macro-headwinds, tech dealmakers were active in 2025, anchored by strategic acquirers making decisive moves to improve their positioning in a rapidly changing market environment and private equity sponsors undertaking audacious mega-cap take-privates not seen since 2007. Tech M&A increased 36% and 9% year over year by deal value […]
Cooley’s 2025 Activism Retrospective
Activists enjoyed a banner year in 2025. From proxy contest wins at blue-chip companies to a partnership with Taylor Swift’s fiancé, engaged shareholders once again demonstrated their capabilities, creativity and readiness. As we discussed in the fall, this year’s activism menu also included the rise of “withhold” campaigns, notable Delaware […]
FTC Issues 2026 HSR Filing Thresholds, Fee Adjustments and Interlocking Directorate Updates
The Hart-Scott-Rodino (HSR) Act thresholds, which determine whether mergers and acquisitions must be reported to the US Department of Justice (DOJ) and Federal Trade Commission (FTC), will increase by nearly 6% in February 2026. The key minimum “size-of-transaction” threshold will increase from $126.4 million to $133.9 million. These annual adjustments, announced […]
So, you think you can (deal) jump?
As the M&A market fires on all cylinders, we’re seeing a sharp uptick in both competitive sale processes and deal jumps of announced public transactions across sectors, most notably the ongoing hostile bid for Warner Bros. Discovery by Paramount and the explosive bidding war between Pfizer and Novo Nordisk for […]
Sports Investing 101
Investors following the bouncing ball have seen sports emerge as a distinct and compelling asset class. Over the last six months, a series of professional sports franchises have sold at record-breaking valuations. This includes the March sale of the Boston Celtics to an investment group led by William Chisholm for […]
Activism in 2025 and Beyond: Universal Proxy, Litigation Leverage and a New Playbook for Preparedness
Activism didn’t pause in 2025 – it evolved. Campaign counts are up, tactics have multiplied, and boards are settling faster and earlier. As Goldman Sachs’ Neil Rudisill put it on Cooley’s Market Talks panel, “We’re on track for probably the third largest year ever in terms of activism,” with US […]
US Government Shutdown Impact on Antitrust Enforcement – Expect Delays in Merger Review, Investigations, Litigation
With the US federal government now shut down until Congress passes funding legislation, federal agencies have begun furloughing employees. Those furloughs will impact the Department of Justice (DOJ) Antitrust Division and the Federal Trade Commission (FTC) – the federal agencies tasked with enforcing antitrust laws. Key takeaways: Please see the […]