M&A (General)

MAIN ARTICLE The Tax on Financial Transactions (“IOF”) is a Brazilian umbrella-type tax comprising different tax modalities, each levied on a different type of financial transaction that is carried out in Brazil. The IOF taxes are regarded as “extrafiscal”, meaning that they have economic and financial purposes other than those strictly related to the collection … Continued

Highlights: Low gearing, strong earnings and good capital availability supported an ideal environment for mergers & acquisitions (M&A) in the first half of 2011. However, jittery markets and dropping confidence caused activity to slow in the third quarter. While deal values in the first nine months of 2011 are up 67% on the same period … Continued

Executive Summary/Highlights: Susan Ning’s last post explained China’s new National Security Review Process.  This post makes the case that, despite foreign investors’ fear that the new process is yet another tedious regulatory and “protectionist” hurdle to doing deals in China, the process is in fact quite similar processes in the Western world, including the United … Continued

Highlights:  The market for Australian public mergers & acquisitions (M&A) has seen a strong resurgence in the two financial years since the GFC, both in terms of the number of deals being done but also in terms of their value. Success rates are also on the increase, with 70% of announced deals ultimately resulting a … Continued

Key Issues for Directors 2012             For a number of years, as the new year approached, I have prepared a one-page list of the key issues for boards of directors that are newly emerging or will be especially important in the coming year.  Each year, the legal rules and aspirational best practices for corporate governance … Continued

Executive summary:  The linked memorandum is a general guide to takeovers of UK incorporated and listed companies subject to The City Code on Takeovers and Mergers.  It first describes the UK bodies which regulate takeovers of such companies and then summarizes the more important legislation and rules under which they do so. Click here to … Continued

Executive Summary/Highlights:   Under Polish law, which implements Directive 2005/56/WE of the European Parliament and Council dated 26 October 2005, employee participation in the bodies of an acquiring or newly founded  company created through a cross-border merger can follow one of two models: first, employees may be granted the right to select a certain number of … Continued

Executive Summary/Highlights: Under China State Council’s recent Notice, the National Security Review regime will only apply to foreign domestic deals where (a) the target domestic business is involved in a business that concerns national defense security; or; (b) the target domestic business is involved in a business that concerns national economic security, and the foreign … Continued

KEY POINTS: Despite Argentina’s high inflation and a lack of certain structural reforms, there has been an increase in the M&A activity in the country during 2011. This increase has mainly been driven by strategic investors and to a lesser degree by venture capital and private equity funds attracted by Argentina’s GDP robust growth and … Continued

Executive Summary/Highlights:  MOFCOM conditionally cleared the acquisition of Savio Macchine Tessili S.p.A ofItaly by Alpha Private Equity Fund V, a European private equity firm, subject to certain disposition conditions. This is the first conditional decision relating to a private equity investor that grants conditional approval.  Historically, PE firms have believed that their transactions were very … Continued