Cross-border tech M&A in a disrupted world

Cross-border tech M&A in a disrupted world
By William Choe, Esq. & Farhad Jalinous, Esq. & Jason Rabbitt-Tomita, Esq. & Dr. Tobias A. Heinrich, Esq. & Daniel Turgel, Esq. & Vivian Tsoi, Esq.

Cross-border dealmaking across the tech sector remained buoyant in 2018. In the first three quarters of the year, deal value rose to US$89.4 billion, up 1.5% on the same period in 2017. With volume dropping by 11%, this suggests that valuations were up considerably. This is largely in line with overall trends for global M&A in a year that could rank as one of the best on record.

With the outlook for the future decidedly uncertain, White & Case surveyed 150 tech executives around the world to gauge their expectations for cross-border dealmaking over the next two years.

Read more

Earnouts bridge valuation differences, but frequently lead to post-closing disputes

Earnout bridge valuation differences, but frequently lead to post-closing disputes
By Gail Weinstein, Esq. & Brian T. Mangino, Esq. & David L. Shaw, Esq. & Robert C. Schwenkel, Esq. & Steven Epstein, Esq. & Maxwell Yim, Esq.

While often used to bridge valuation differences during the negotiation of an agreement to sell a company, earnouts frequently lead to post-closing disputes. This detailed paper looks at two recent Court of Chancery decisions which highlight pitfalls associated with the period during which earnouts are measured. In Edinburgh Holdings, Inc. v. Education Affiliates, Inc., the court held that the covenant to operate the acquired business “consistent with past practices” during the Earnout Period precluded disposition of the earnout-related dispute at the early pleading stage of litigation.

Read more

M&A Methods | Interview with Tom McGee, Vice President of Corporate Development at RPM International

M&A Methods | Interview with Tom McGee, Vice President of Corporate Development at RPM International
By Mr. Tom McGee & William Jefferson Black

In this edition of the M&A Methods video interview series, publisher William Jefferson Black sits down with Tom McGee to discuss changes in the corporate development practice and innovation in M&A.

The conversation covered valuation modeling and diligence, paired with instinct and custom research to find optimal deals for RPM.  Tom also addressed the importance of... 

 

Read more

Synergies take center stage in M&A

Synergies Take Center Stage
By Mr. Timo Schmid & Dr. Jens Kengelbach & Dr. Georg Keienburg & Mr. Dominik Degen & Prof. Sönke Sievers

Unflinching investor support, along with still-cheap funding and slow organic growth, helped push global deal making to a rapid pace in early 2018. 

Read more

Negotiating key provisions in M&A deal terms | M&A Conference at the University of Chicago

By Peter Lyons, Esq. & Mr. Ken Bond & Mr. Andrew B. Jones & Hugo Dubovoy, Jr., Esq.

This session at addressed the give-and-take between buyers and sellers in negotiating key provisions in M&A deals. The participants from Freshfields Bruckhaus Deringer, Linden Capital-backed Young Innovations, W.W. Grainger, and Aon considered recent changes in the tax code and the impact on the forms of consideration.

The discussion looked at the use of indemnification “baskets” and “caps,” and the use of escrow as vis-a-vis insurance.  This lively session also covered various approaches for matching periods and topping bids given... 

Read more