Cooley M&A

FEBRUARY 22, 2017

On February 14, 2016, the SEC settled an enforcement action against CVR Energy for providing misleading disclosure about the fees payable to CVR’s two financial advisors in connection with CVR’s defense of a hostile tender offer by affiliates of Carl Icahn in 2012. The SEC did not impose any civil penalties, however, due to CVR’s cooperation with the commission in its investigation.

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Cooley M&A

FEBRUARY 21, 2017

So far this year, deal parties are approaching M&A with cautious optimism. This series of Cooley M&A blog posts include some brief observations that offer some M&A highlights over the past year and our thoughts for the year to come. Rep & Warranty (R&W) Insurance is Here. Previously, transaction insurance (or R&W insurance) was used sparingly and predominantly by East Coast private equity funds.

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Cooley M&A

FEBRUARY 22, 2017

So far this year, deal parties are approaching M&A with cautious optimism. This series of Cooley M&A blog posts include some brief observations that offer some M&A highlights over the past year and our thoughts for the year to come. Delaware Confronts M&A Litigation. M&A deal litigation continues to plague most public M&A deals.

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Cooley M&A

FEBRUARY 20, 2017

So far this year, deal parties are approaching M&A with cautious optimism. This series of Cooley M&A blog posts include some brief observations that offer some M&A highlights over the past year and our thoughts for the year to come. Uncertain Times Cast Focus on Deal Certainty. Public-target M&A deals and most larger, private-target M&A deals do not close at the same time they sign, usually because stockholder approval, regulatory approval and/or a third party consent is requ

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Speaker: Susan Spencer, Principal of Spencer Communications

Intent signal data can go a long way toward shortening sales cycles and closing more deals. The challenge is deciding which is the best type of intent data to help your company meet its sales and marketing goals. In this webinar, Susan Spencer, fractional CMO and principal of Spencer Communications, will unpack the differences between contact-level and company-level intent signals.

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Cooley M&A

FEBRUARY 24, 2017

So far this year, deal parties are approaching M&A with cautious optimism. This series of Cooley M&A blog posts include some brief observations that offer some M&A highlights over the past year and our thoughts for the year to come. Negotiating Anti-Reliance Language. Buyers continued to assert fraud claims in private deals with increasing alacrity.

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Cooley M&A

FEBRUARY 23, 2017

So far this year, deal parties are approaching M&A with cautious optimism. This series of Cooley M&A blog posts include some brief observations that offer some M&A highlights over the past year and our thoughts for the year to come. Appraisal Risks Factor High. In deals where stockholders have the right to an appraisal (in Delaware, generally mergers with cash consideration), appraisal risk is increasingly being factored into the deal price – not just in public deals but also in (lar

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