Issues

Despite frequent frictions in recent trade relations, the growing scale of the economic relationship between the world’s two largest economies—the People’s Republic of China (PRC) and the United States—has given rise to an ever-greater number of civil and commercial disputes. For decades, the common assumption among American lawyers was that enforcing a U.S. court judgment … Continued

*Originally distributed on June 29, 2023. In a notice of proposed rulemaking published this week, the Federal Trade Commission unveiled significant changes to the reporting obligations under the Hart-Scott-Rodino Act.  If adopted as final rules, those changes will materially increase filing burdens and hinder parties’ ability to file and close quickly, even in non-problematic transactions.  … Continued

National security screening for investments – new Dutch regime up and running Various geopolitical drivers have contributed to the proliferation of investment screening regimes that are based on national security concerns. Existing screening regimes have been expanded to include additional target activities. The EU has also been nudging member states to establish similar investment screening … Continued

Executive Summary/Highlights On the heels of a slow-down in the second half of 2022, global dealmaking levels decreased in Q1 2023 compared to both Q4 2022 and Q1 2022 and ended with the lowest quarterly volume in recent memory. Yet, there are signs that the first quarter may represent an inflection point, as the first … Continued

Cross-Border M&A Guide Wachtell, Lipton, Rosen & Katz recently published the 2023 edition of their Cross-Border M&A Guide, which is available here. This Cross-Border M&A Guide covers the key U.S. legal considerations not only for acquisitions of U.S. companies by non-U.S. companies (or “inbound” M&A transactions), but also for acquisitions of non-U.S. companies, including under … Continued

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.

*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

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

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

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