Cooley’s 2023 Activism Year in Review: Wolf Packs at the Gate
As we look ahead to the 2024 proxy season (and beyond), let’s review the key 2023 trends and developments from activism playbooks, with a sharp focus on the ever-changing landscape in the technology and healthcare sectors. Momentum building for 2024? Globally, 229 campaigns launched in 2023, just under 2022 campaign […]
Cooley’s 2023 Cross-Border M&A Year in Review: Navigating Choppy Waters Into a More Buoyant 2024
Cross-border M&A activity in 2023 was impacted by heightened geopolitical conflicts, high inflation and interest rates, and increased regulatory pressures as the global economy remained clouded by looming recession fears. Deal financing became more difficult and expensive, placing more emphasis on alternative funding and value creation. In such an environment, […]
Cooley’s 2023 Life Sciences M&A Year in Review: Potent Mix of Creativity and Resilience Spurs Activity Heading Into 2024
In a subdued year for global M&A, dealmaking in the life sciences industry came in waves, with a busy fourth quarter generating cautious optimism heading into 2024. While the year saw an overall decline in M&A activity (down 17% from 2022), total pharmaceuticals and life sciences deal value in 2023 […]
New Year, New Merger Guidelines: What Dealmakers Need to Know
As a capstone on the Biden administration’s aggressive 2023 antitrust enforcement, the Department of Justice (DOJ) and Federal Trade Commission (FTC) jointly issued revised Merger Guidelines before the holidays, replacing the Horizontal Merger Guidelines issued by the Obama administration in 2010 and the Vertical Merger Guidelines issued by the Trump administration in […]
Corp Fin Issues New CDIs Regarding the Proxy Rules
On Friday, Corp Fin released some new CDIs relating to the proxy rules. The CDIs can all be found under the caption Proxy Rules and Schedule 14A, and all are new with one exception for a newly revised CDI under Rule 14a-6. Universal proxy is once again a hot topic, and there […]
Navigating Compensation Issues in M&A Deals in a Volatile Market
Compensation matters, including retention packages, equity treatment and related disclosure, are always key negotiating points in M&A transactions. In a challenging M&A market that is stifled by overall volatility and uncertainty, high interest rates, and reduced valuations, issues related to compensation may become more fraught as parties navigate alternative transaction […]
The ‘State’ of Delaware
During a panel at the October 2023 Berkeley Fall Forum on Corporate Governance, Delaware Court of Chancery Chancellor Kathaleen St. J. McCormick and Vice Chancellor Paul Fioravanti, along with lawyers Shannon Eagan (Cooley), Elena Norman (Young Conaway) and Randall Baron (Robbins Geller Rudman & Dowd), shared their views on recent developments in […]
Recorded Event: A Discussion on the M&A Outlook for 2024
On October 4, 2023, Cooley M&A partner Kevin Cooper appeared at Axios’ Dealmakers: The M&A Forecast virtual event. During the “View From the Top” segment, Cooper spoke with Fabricio Drumond, chief business officer at Axios, about the M&A landscape going into Q4 2023. Cooper highlighted trends in market activity, deal structuring and […]
Event Recording: Capital Markets and the Resurgence of Private Equity
In a recent installment of Cooley’s Market Talks virtual series Jamie Leigh, partner and co-chair of the M&A practice at Cooley, joined Dave Peinsipp, partner and co-chair of the capital markets practice at Cooley, and Umi Mehta, global head of tech private equity and venture capital investment banking at Morgan […]
Apples, Oranges and Lemonade: Pursuing Multiple Strategic Alternatives in the Public Company Boardroom
In all economic cycles, engaged public company boards and management teams do their homework on the wide range of potential strategic opportunities. In the current market environment, however, we have observed that an increasing number of companies and their boards are actively progressing (or taking steps to formulate a plan […]