MBBP’s 2016 M&A Year in Review

The MBBP M&A team has extensive experience guiding clients through the complexities of M&A transactions in diverse markets. Over the last decade, we have represented hundreds of publicly-traded and privately-held companies in transactions, both buyers and sellers, valued from several million dollars up to hundreds of millions of dollars. For a sampling of our 2016 …

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Revised HSR Thresholds 2017

On January 19, 2017, the Federal Trade Commission (FTC) issued its annual press release announcing revised jurisdictional thresholds for 2017 in connection with reportable transactions under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act). These new HSR thresholds will go into effect 30 days after they are published in the Federal Register, which is …

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7th Circuit Rejects Fee Only Settlement

Ruling that the value of certain supplemental transaction disclosures in the context of a $15 billion merger was “nil,” the Seventh Circuit Court of Appeals recently overturned an award of attorneys’ fees to plaintiffs’ counsel in the context of merger litigation.  On August 10, 2016, in the case In Re: Walgreen Co. Stockholder Litigation, case …

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MBBP Publishes August M&A Today Newsletter

Hot off the press! Articles include: Massachusetts Wage and Hour Laws: Legal Risks for Businesses in Transition SEC to Funds: Watch the Broker-Dealer Activities Importance of Closing Conditions in Mergers Williams Companies, Inc. v Energy Transfer Equity, L.P. Court of Chancery of the State of Delaware Get more info on our M&A blog or read the full newsletter.

Civil Penalties for HSR Violations Raised by FTC

The Federal Trade Commission announced that the maximum civil penalty for violations of the premerger notification requirements of the HSR Antitrust Improvements Act of 1976 has increased from $16,000 to $40,000 per day. A premerger notification gives the FTC and the Department of Justice, which share jurisdiction over HSR, the ability to review a transaction for …

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Delaware Chancery Court Rules on “Fair Value” Doctrine

The Delaware Chancery Court recently rejected the long-standing doctrine that the merger price in an arm's-length transaction always represents fair value. The court carved out exceptions to the doctrine in two cases specifically: Appraisal of Dell, Inc (May 31, 2016) and Appraisal of DFC Global Corp. (July 8, 2016). In both cases, the Chancery Court found that there were …

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MBBP Partner Carl Barnes to be Panelist on MCLE M&A Program

Carl Barnes will be featured as a panelist on the upcoming MCLE program "Representations, Warranties, Indemnification and Termination Provisions: Drafting and negotiating to allocate risk in business transactions". For more detail and for information on how to register, visit our M&A Today blog.

Attorney Shannon Zollo Panelist at AMAA New England Meeting

MBBP Attorney Shannon Zollo will be a panelist at the upcoming Alliance of Merger & Acquisition Advisors New England Chapter meeting on Monday, May 9th. The topic of this meeting is, "Bridging the Valuation Gap - Earn Outs". Specifically, the panelists will discuss the use of earn outs in M&A, structural considerations, measurement methods, legal issues, tax implications, valuation and …

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Just Posted – MBBP’s 2015 M&A Year in Review!

Check out MBBP's M&A Today blog for a sampling of our successful M&A transactions from 2015. We take pride in guiding clients through the complexities of M&A transactions in markets as diverse as analytical instruments, software, SAAS, industrial controls, pharmaceuticals, biotech, medical devices, transportation, professional services, and oil & gas. Cheers to great clients!    

M&A Video Clip – Working Capital Adjustment: Common Issues in M&A Transactions

In the sixth video of MBBP’s M&A Clip Series, M&A attorney Scott Bleier explains why working capital is a vital piece of the M&A transaction.