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24 May 2024, 7:03 am by Eric Fruits
With a breakup of Live Nation-Ticketmaster now on the table, it’s a good time to review the company’s history of mergers and acquisitions, and what role they may have played in frustrations with Ticketmaster. [read post]
20 May 2024, 9:05 pm by renholding
  Nonetheless, the court opined that, in certain major transactions such as a merger or acquisition, a different result may be appropriate. [read post]
20 May 2024, 3:16 am by Meredith Ervine
Last Friday, SEC Corp Fin Director Erik Gerding and Chief Accountant Paul Munter issued a joint statement on the application of IFRS 19 in SEC filings by foreign private issuers. [read post]
6 May 2024, 3:32 am by Peter J. Sluka
  As Delaware Vice Chancellor Slights colorfully remarked in In re PetSmart, Inc., “Garbage In; Garbage Out” (CV 10782-VCS, 2017 WL 2303599, at *32 [Del Ch May 26, 2017]; Ramcell, Inc. v Alltel Corp., 2019-0601-PAF, 2022 WL 16549259, at *11 (Del Ch Oct. 31, 2022) (“Without a reliable estimate of cash flows, a DCF analysis is simply a guess. [read post]
25 Apr 2024, 6:52 am by Daniel J. Gilman
The Cleveland Clinic, the Mayo Clinic, the Johns Hopkins Health Services Corp. [read post]
9 Apr 2024, 3:00 am by John Jenkins
Meredith blogged last week about comments made during the “SEC Speaks” conference by Corp Fin General Counsel Michael Seaman concerning the application of the agency’s rules on shell companies in the context of reverse mergers. [read post]
8 Apr 2024, 4:22 am by Peter Mahler
The original LLC Agreement provided in Section 25 that “The Agreement may be amended, modified, waived or supplemented by the Manager with the written consent of all Members. [read post]
3 Apr 2024, 3:00 am by Meredith Ervine
This Goodwin alert from January has more on this based on comment letters Corp Fin Staff has issued in the life sciences reverse merger context. [read post]
31 Mar 2024, 9:01 pm by renholding
Additionally, there may be supervisory or regulatory concerns when the acquirer is a global systemically important bank (GSIB) or a subsidiary thereof (which presumptively includes U.S. subsidiaries of non U.S. [read post]
26 Mar 2024, 9:50 pm by Kevin LaCroix
Evolv became a publicly traded company as a result of its July 21, 2021, merger with Newhold Investment Corp., a special purpose acquisition company (SPAC). [read post]
25 Mar 2024, 12:31 pm by Kevin LaCroix
Background Northern Genesis Acquisition Corp. [read post]
6 Mar 2024, 5:59 am by Satya Marar
The combined entity may instead choose to maintain or even increase their fees. [read post]