Executive Summary: Poland’s developing economy and entrepreneurial society with investor-friendly government policies create many interesting M&A opportunities. There is a wide variety of companies which are directly or indirectly controlled by the state, or part of global corporations as well as small and medium firms owned by local or European entrepreneurs. Except for privatisations, which are regulated separately and entail such requirements as concluding agreements guaranteeing employment to workers, M&A transactions generally follow accepted world standards. Due diligences carried out on companies that have been in existence in Poland for more than 25 years, or have operated before the fall of the Iron Curtain, require an assessment of the risks associated with the change of the system. The article below is a brief description of specific legal requirements and the typical procedure in a Polish M&A transaction.
AUSTRALIAN UPDATE – Economic Activism: Rethinking Directors’ Duties and Governance Structures in the Activist Context
Executive Summary: The presentation and article below focus on shareholder activism, particularly as conducted by situational hedge funds, and the appropriate standard for director response. While the authors argue that the Australian legal environment is slanted in favour of activists, they also demonstrate various counterbalances that exist as a result of specific Australian authorities.
† The authors wish to acknowledge the helpful contributions received from their King & Wood Mallesons colleagues Anna Chen, Matthew Cowcher and Adam Gao as well as assistance from Christian Cornett, Julian Lemor and Francis Bellen in our Frankfurt office and Greg Lascelles, Edmund Tyler and Delphine Currie in our London office who provided useful insights on their respective jurisdictions, and to Rebecca Stanley and Courtney Chu in Sydney.
- Global M&A surged in Q2, surpassing US$1 trillion for the first time since the financial crisis, and exceeding the next most active quarter in recent years (Q4 2012) by more than 25%. Global M&A activity in 2014 is on pace to exceed US$3.5 trillion, approaching the $4 trillion mark reached prior to the financial crisis.
- Five of the top 10 deals in Q2 were cross-border transactions. Cross-border M&A activity is on pace to reach$1.4 billion in 2014, representing approximately 40% of overall global deal volume, up from 30% of overall global deal volume in 2013, and 35% in 2012. The recent high water mark was 45% in 2007.
- Continued strong corporate performance, industry consolidation, tax inversions, and attractive acquisition currency in the form of acquirer stock are some of the key drivers of the M&A resurgence.
- A strong Q2 was headlined by megadeals in the Media/Entertainment, Healthcare, and Materials sectors, including AT&T/DirecTV, Medtronic/Covidien, and Holcim/Lafarge.
- Deal activity in each of North America, Europe, and Asia-Pacific rose sharply in Q2, reaching US$478 billion, US$317 billion, and US$213 billion respectively, while M&A in Japan dipped to US$13 billion.
- Among BRIC countries, domestic M&A activity in China experienced a particularly strong surge in Q2, exceeding US$90 billion.