Issues

GLOBAL STATISTICAL UPDATE – XBMA Annual Review for 2022

Following record-breaking M&A activity in 2021, M&A volume over the 12 months ending December 31, 2022 reverted toward the mean, with a significant slowdown in the second half of the year. Global M&A volume in 2022 was US$3.6 trillion, down from US$6.2 trillion in 2021 and closer to the annual average of US$4.3 trillion over the prior 10-year period.

Editors' Note: The XBMA Review is published on a quarterly basis in order to facilitate a deeper understanding of trends and developments. In order to facilitate meaningful comparisons, the XBMA Review has utilized generally consistent metrics and sources of data since inception. We welcome feedback and suggestions for improving the XBMA Review or for interpreting the data.

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Nature as an Asset: The Coming Wave of “Natural Capital” and Biodiversity Shareholder Activism and Stewardship Pressure on Boards of Directors

*Originally distributed on December 16, 2022. As anticipated in our February 2021 memo, the terms “natural capital,” “biodiversity,” “nature loss,” “ecosystem restoration” and the like have increasingly entered the investor and corporate lexicon.  This has accelerated since the publication of The Economics of Biodiversity:  The Dasgupta Review, the groundbreaking independent study commissioned by the U.K. … Continued

Editors’ Note: This memo was authored by Sabastian V. Niles, Carmen X. W. Lu and Allison Rabkin Golden at Wachtell, Lipton, Rosen & Katz.

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GLOBAL STATISTICAL UPDATE – XBMA Quarterly Review for Third Quarter 2022

Executive Summary/Highlights Global dealmaking slowed significantly in Q3 2022, reflecting current macro-economic and geopolitical uncertainties and challenges. Nevertheless, many deals got done and many of the traditional drivers of M&A point to meaningful deal flow in Q4 and beyond. Global M&A volume was US$692 billion in Q3 2022, a 37% decrease from Q2 2022 and … Continued

Editors' Note: The XBMA Review is published on a quarterly basis in order to facilitate a deeper understanding of trends and developments. In order to facilitate meaningful comparisons, the XBMA Review has utilized generally consistent metrics and sources of data since inception. We welcome feedback and suggestions for improving the XBMA Review or for interpreting the data.

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GLOBAL STATISTICAL UPDATE – XBMA Quarterly Review for Second Quarter 2022

Executive Summary/Highlights Global dealmaking was up in Q2 2022 as compared to Q1 2022, and year-to-date is on pace with pre-pandemic deal volume (although below last year’s record-breaking levels). Global M&A volume was US$1.14 trillion in Q2 2022, an 11% increase from Q1 2022, but a 26% decrease from Q2 2021. Several mega deals were … Continued

Editors' Note: The XBMA Review is published on a quarterly basis in order to facilitate a deeper understanding of trends and developments. In order to facilitate meaningful comparisons, the XBMA Review has utilized generally consistent metrics and sources of data since inception. We welcome feedback and suggestions for improving the XBMA Review or for interpreting the data.

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Recent Developments Highlight Fundamental Legal Considerations for DAOs

We recently wrote about the emergence of a new breed of business organizations — decentralized autonomous organizations (DAOs) — to contend that the governance design for these blockchain-based organizations should heed some of the hard-fought lessons that have helped to form the pillars of modern corporate governance.  It is also important to confront certain features … Continued

This article was co-authored by Kevin S. Schwartz (Partner), David M. Adlerstein (Counsel), David E. Kirk (Associate) and Sabina M. Beleuz Neagu (Summer Associate) at Wachtell, Lipton, Rosen & Katz (New York).

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CANADIAN UPDATE – Foreign Investment Review in Canada: Top Trends and Developments for 2022

The past year generated substantial interest in the operation of the Investment Canada Act (ICA), especially the national security review process, against the backdrop of changes in government policy that purport to articulate a more expansive view of Canada’s national security interests. We expect foreign investment review to remain an issue of public and political concern in … Continued

This article was authored by Davies partners John Bodrug, Anita Banicevic, Mark Katz and Charles Tingley of the Davies Competition, Antitrust & Foreign Investment group.

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GLOBAL STATISTICAL UPDATE – XBMA Annual Review for 2021

Executive Summary/Highlights Global M&A volume was more than US$5.8 trillion in 2021, the highest annual volume on record. Each of the four quarters of 2021 was one of the top six most active quarters by dollar volume since the beginning of 2010. In addition to a legion of private equity funded transactions, including such major … Continued

Editors' Note: The XBMA Review is published on a quarterly basis in order to facilitate a deeper understanding of trends and developments. In order to facilitate meaningful comparisons, the XBMA Review has utilized generally consistent metrics and sources of data since inception. We welcome feedback and suggestions for improving the XBMA Review or for interpreting the data.

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U.S. UPDATE – White-Collar and Regulatory Enforcement: What Mattered in 2021 and What to Expect in 2022

Introduction The Biden administration has just completed its first full year in office, and the talk has been tough.  New leadership at DOJ, the SEC, the FTC, the CFTC, and other regulatory and law enforcement agencies have issued statements and policy revisions signaling their intention to train more focus on white-collar and regulatory enforcement.  We … Continued

Editor’s Note: This article was co-authored by John F. Savarese, Ralph M. Levene, Wayne M. Carlin, David B. Anders, Sarah K. Eddy and Carol Miller of Wachtell, Lipton, Rosen & Katz

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CHINESE UPDATE: A Christmas Gift from the CSRC – thoughts on the CSRC Rules Regarding Overseas Listings

*Originally distributed on December 31, 2021 The second half of 2021 was an extraordinary time for Chinese companies seeking to list overseas, as well as for other relevant market participants. The Didi incident further deepened the anxiety and “mistrust” by US securities regulators on the risks associated with investing in China-based companies or that have … Continued

This article was authored by Wang Yi and Xiaojia Sun, partners at JunHe. Mr. Wang is the head of capital market department at JunHe and has been practicing for more than 20 years with leading PRC firms and international firms in Beijing, Hong Kong and Shanghai. Ms. Sun is a partner in the capital markets practice area of JunHe’s Beijing office and is dedicated to providing diversified service in the area of securities law including reorganization, pre-IPO private placements, and initial public offerings on domestic and international stock exchanges.

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New York Rejects Effort to Extend the Reach of U.S. Fiduciary Litigation

Since early 2020, a consortium of well-funded plaintiffs’ law firms have pursued an aggressive campaign of derivative litigation in the New York courts against major European companies, including Deutsche Bank, UBS, Volkswagen, Barclays, Novartis, and Bayer (represented by this Firm).  While the lawsuits differed in detail, they shared a strategic purpose: to drag international companies … Continued

This memo was authored by William D. Savitt, Noah B. Yavitz and Emily R. Barreca at Wachtell, Lipton, Rosen & Katz

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