Event Recording: M&A Dealmakers Roundtable: Tech M&A Outlook for a Post-COVID World
How has dealmaking changed in the last 18 months? Have we developed new playbooks or best practices? Will the market continue to accelerate through 2021 and beyond? What does all of this mean for the wider tech sector? Seasoned M&A dealmakers met on June 30, 2021 for a discussion on […]
Have Your Cake, and Closing Too: Invoking Prevention Doctrine, Delaware Chancery Court Grants Seller’s Request for Specific Performance in COVID-Related M&A Dispute
Chancellor McCormick’s opinion in Snow Phipps Group, LLC, et al. v. KCake Acquisition, Inc., et al. (Del. Ch. April 30, 2021) is 125 pages long, but she helpfully digests the holding in a single sentence on page 3: “Chalking up a victory for deal certainty, this post-trial decision resolves all […]
Event Recording: The Tech M&A Bounceback
Axios + Cooley hosted a virtual event on new deal-making in tech M&A. We discussed the future of the market and how innovative teams are getting things done. Axios Technology & Business Reporter Kia Kokalitcheva and Business Editor Dan Primack hosted conversations with: Stewart Butterfield – Co-founder & CEO, Slack […]
SPAC Trend Gives Rise to Securities Enforcement and Litigation Risks
What is a SPAC Special purpose acquisition companies (SPACs) are on the rise. A SPAC is a publicly traded shell company with no underlying operating business that seeks to merge with a target operating company. According to Nasdaq, in 2015, SPACs made up approximately 12% of the IPO market, but by […]
Podcast: For Women to Climb in M&A, Male Allyship is ‘Essential’
In an installment of Law.com’s “Legal Speak” podcast, Jamie Leigh, partner and co-chair of Cooley’s mergers and acquisitions practice group, discusses the various levels of support needed to help build more diverse and equitable M&A teams in Big Law, including male allyship, as well as the importance of strategic thinking […]
HSR Headwinds: FTC Hits ‘Pause Button’ on HSR Early Terminations
Parties to transactions requiring filings under the Hart-Scott-Rodino (HSR) Act are already facing considerable headwinds from US President Joe Biden’s antitrust enforcement agencies on important substantive and procedural issues that will delay transactions closing and potentially increase compliance costs and burdens. The HSR Act requires parties to transactions that meet certain financial thresholds to notify the […]
Hart-Scott-Rodino Act Thresholds Decrease for 2021
Baseline HSR threshold now $92 million The Hart-Scott-Rodino Act requires that parties to certain transactions, including mergers and acquisitions, acquisitions of voting securities, and assets and minority investments, file notifications with the Department of Justice Antitrust Division and the Federal Trade Commission and observe a statutory waiting period if the transaction […]
Cooley’s 2020 Tech M&A Year in Review
A Tale of Two Years While we continue to absorb and understand the worldwide pandemic shockwaves of 2020, trying to encapsulate the vicissitudes of the past year in an annual recap is daunting. Early weeks of the pandemic created an almost inconceivable shift in dealmaking – lawyers and advisors conditioned […]
Cooley’s 2020 Life Sciences M&A Year in Review
General Trends in Life Sciences M&A If 2019 was the year of life sciences mega-deals, 2020 was the year of COVID-19, as the global pandemic permeated every aspect of the dealmaking landscape, with the life sciences sector being no exception. COVID-19 drove unprecedented levels of collaboration among biopharmaceutical companies seeking […]
Delaware Puts the Conduct of Business Covenant on Center Stage in COVID-Related M&A Dispute
In the months following the onset of the COVID-19 pandemic, a slew of parties filed lawsuits in US courts relating to M&A transactions that were signed prior to March 2020 and that buyers were seeking to terminate as a result of the pandemic. In these lawsuits, buyers commonly alleged one […]