Tips on Avoiding Insider Trading Violations for In-House Counsel

2022-07-26T23:15:28+00:00July 26th, 2022|Mergers & Acquisitions|

Insider trading violations can bring highly negative publicity to a company. As an in-house lawyer, you need to ensure appropriate risk management protocols are in place in order to prevent insider trading from occurring. Suspicious trading activities by company […]

Reviewing Legal Opinions in Securities Offerings: Tips for In-House Counsel

2022-07-26T23:01:32+00:00July 26th, 2022|General Counsel, Mergers & Acquisitions|

In-house legal departments often work closely with outside law firms on transactions. This is especially the case when companies undertake complex transactions such as securities offerings. In connection with the securities offering, an outside law firm will issue a […]

Sell-Side M&A: What In-House Lawyers Need to Know

2022-06-24T05:11:53+00:00June 24th, 2022|Mergers & Acquisitions|

The sale of a company is a time-consuming and intensive process. The sale process often takes many months to complete. There are many key constituents involved including the company’s owners, management, employees, customers, financial advisors, and legal counsel.

The selling […]

Tracy Britt Cool on Building a Mini-Berkshire Empire of Her Own

2022-05-05T21:16:50+00:00May 5th, 2022|Mergers & Acquisitions|

Photo by Andrew Neel on Unsplash

Tracy Britt Cool is a former Berkshire Hathaway executive who trained under Warren Buffet. Ms. Britt Cool has garnered success building her own mini-Berkshire empire. Her investment firm has […]

Merger Disclosures Required by the SEC: An Overview

2022-04-29T22:01:50+00:00April 13th, 2022|Mergers & Acquisitions|

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Public company merger activity has been on the rise in recent years. Global mergers and acquisitions (M&A) volume hit a record in 2021. Fueled by the availability of low-cost financing, 2021 M&A activity exceeded $5 […]

An Overview of Federal Securities Laws Enforcers in the United States

2022-03-29T18:12:46+00:00March 24th, 2022|Mergers & Acquisitions|

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The enforcement of federal securities laws in the United States is the responsibility of several federal government agencies and industry regulators. The main regulators include the Securities and Exchange Commission (SEC), the Financial Industry Regulatory […]

The Hart-Scott-Rodino Antitrust Improvements Act (HSR Act)

2022-03-17T17:59:11+00:00March 15th, 2022|Mergers & Acquisitions|

United States antitrust laws regulate the conduct of businesses to prevent mergers that could result in substantial competitive harm. Antitrust regulations promote healthy competition and protect consumers from monopolies. Among these regulations is the Hart-Scott-Rodino Antitrust Improvements Act […]

Spinoff Transactions: Creating Value Through Separation

2022-03-04T20:11:59+00:00February 19th, 2022|Mergers & Acquisitions|

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A spinoff transaction occurs when a company divests itself of a subsidiary. It is a type of de-merger. In this transaction, the company distributes shares of the subsidiary to the company’s existing shareholders. There are […]

Hollywood Visual Effects Studio DNEG Going Public Via SPAC Merger

2022-02-25T23:23:36+00:00February 11th, 2022|Mergers & Acquisitions|

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The preeminent visual effects and animation company DNEG has decided to go pub lic. DNEG worked it magic in Inception (2010), Tenet (2020), Dune (2021) and The Matrix Resurrections (2021). London-based DNEG intends to merge with […]

Ringing in the New Year with 2022 IPO Predictions

2022-01-13T21:27:08+00:00January 13th, 2022|Mergers & Acquisitions|

Photo by Compare Fibre on Unsplash

In many ways, a New Year means new beginnings. For the U.S. capital markets, initial public offering (IPO) activity may continue to hold strong. Several well-capitalized startups would like a public exit. […]

Poison Pills as a Defensive Tactic Against Hostile Takeovers

2022-01-10T06:57:12+00:00December 16th, 2021|Mergers & Acquisitions|

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Mergers and acquisitions can develop in different ways. Many M&A deals involve two amicable parties mutually interested in a merger. In other scenarios, merger attempts can be hostile. Such hostile takeovers often arise unexpectedly and catch […]

Variable Interest Entities Scrutinized by Chinese Government

2021-11-10T23:12:14+00:00November 10th, 2021|Mergers & Acquisitions|

The Chinese government’s crackdown on large technology firms has led to increased scrutiny of variable interest entities (VIEs). U.S.-listed Chinese companies commonly use these corporate structures. For example, Alibaba Group Holdings, Didi Global Inc., Baidu, Inc., and virtually every […]

SEC Brings First SPAC Enforcement Action Under Gensler

2021-09-21T21:40:41+00:00September 21st, 2021|Mergers & Acquisitions|

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The U.S. Securities and Exchange Commission (SEC) has been getting tougher with special purpose acquisition companies (SPACs). On July 13, 2021, the SEC announced its first enforcement action aimed at a SPAC since Gary Gensler […]

Bitcoin Mining Company Cipher Mining Looks to Go Public

2021-08-06T20:25:16+00:00July 29th, 2021|Mergers & Acquisitions|

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As the hype surrounding bitcoin has increased, bitcoin mining businesses have grown. Bitcoin mining is the process of generating and putting new bitcoin into circulation. It is an energy-intensive process. Cipher Mining Technologies, a U.S.-based […]

Circle to Settle SEC Case Over Acquisition of Crypto Company

2021-08-06T20:39:07+00:00July 28th, 2021|Mergers & Acquisitions|

Photo by rupixen.com on Unsplash

Circle Internet Financial is one of the largest companies in the cryptocurrency sector. It disclosed that it will be setting aside $10.4 million to settle a case with the U.S. Securities and Exchange […]

SPAC Merger Deal Worth $1.5 Billion to Take BuzzFeed Public

2021-07-13T22:58:13+00:00July 13th, 2021|Mergers & Acquisitions|

BuzzFeed, the digital media company known for tracking viral content, announced in late June that it would be going public through a merger with a special purpose acquisition company, or SPAC. The combined company would be worth around […]

Thrive Capital Raises $2 Billion for New Investments

2021-03-31T20:42:37+00:00March 18th, 2021|Mergers & Acquisitions|

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Thrive Capital, the venture capital firm owned by Joshua Kushner, has raised $2 billion for a pair of new funds. About $500 million will go toward early stage investments. An additional $1.5 billion is earmarked […]

Spotify Acquires Megaphone, Allowing Insertion of Streaming Ads

2021-03-30T19:26:54+00:00March 15th, 2021|Mergers & Acquisitions|

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On a few short years, podcasts have evolved from a niche form of media. They have become a mainstream activity that occupies valuable time and the attention of consumers. A study from

Apple Makes Acquisitions Like Clockwork, Every Three to Four Weeks

2021-03-30T19:42:23+00:00March 14th, 2021|Mergers & Acquisitions|

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This might be hard to imagine. Apple CEO Tim Cook recently commented that his company has acquired nearly 100 companies over the last six years. That comes out to about one acquisition every three to four […]

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