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In case you missed it, Dentons and Morrison Park Advisors Inc. recently hosted a webinar exploring how parties implement and structure rollovers in public M&A transactions, including some of the issues that arise from such transactions.   Andrea Johnson and Jason Saltzman, along with Morrison Park’s Brent Walker and Sandy Mackay, share a summary of the topics they covered, including: •          What is a rollover? •          How much is rolled? •          Key considerations in planning rollovers •          What has led to an increase in rollovers? •          Fairness issues, including application MI 61-101 •          Tricky issues for special committees   Read more: https://lnkd.in/edZdbT4D   #MergersandAcquisitions #DealMaking #Rollovers #PrivateEquity 

We so enjoyed working with our friends at Dentons on our inaugural fireside chat series. In our first instalment we discussed the rollover transaction structure which has become quite prevalent in Canadian M&A transactions. Thank you to Andrea Johnson and Jason Saltzman at Dentons and my partner Sandy Mackay, my fellow co-panelists in the chat. We’re looking forward to the next one! #mergersandacquisitions #investmentbanking #capitalmarkets

🚀 #DidYouKnow? The concept of #duediligence in business wasn't just born yesterday—it's a practice deeply rooted in history, yet it became formalized in the early 20th century. 🌟 The term gained significant traction with the U.S. Securities Act of 1933, a law designed to protect investors after the 1929 stock market crash. It required brokers to thoroughly vet companies before selling securities—a practice we now know as due diligence. 🔍 Today, due diligence goes far beyond just finance. From mergers & acquisitions to real estate and legal compliance, it’s all about mitigating risks and making informed decisions. And when it comes to navigating these complex processes, PINKERTON | Comprehensive Risk Management is here to stand by your side, ensuring every step is taken with precision and expertise. 💼 Ready to take your due diligence to the next level? Sandra Saadi, CFE and I are here to help—reach out anytime! #BusinessHistory #Finance #MergersAndAcquisitions #RiskManagement #InvestorProtection #Compliance #Pinkerton

The U.S. Securities and Exchange Commission recently adopted new rules relating to initial public offerings of special purpose acquisition companies (SPACs) and the subsequent combination of SPACs with target companies (de-SPACs). In a new #ClientAlert, Associate Gilon Fogel, Law Clerk Haley Gorey, Associate Andrew Z., and Partner Dale Bergman break down the new rules, which are designed to enhance #disclosures and provide additional #investor protections in SPAC and de-SPAC transactions. #Corporate #CorporateLaw #Securities #SPAC #SEC #MergersAndAcquisitions #IPO

“Knowing Something” M&A in a Minute ⏰ — Keep Your Eye On The Ball ⚾️ Here’s the thing—drafting contracts, uncovering risks, and working on M&A deals isn’t really about the “legal” issues at all. Surprised? The fact is it’s more about creating a framework for efficiently accomplishing business objectives with speed and predictability. So, if you wanna be an M&A superstar, you better keep your eye on the ball ⚾️. And this couldn’t be more true than when you’re advising a seller in an M&A transaction. Pro Tip 👉 Get in and get out fast, “follow the money,” and make sure you get to keep it after the deal closes. It’s really as simple as that. Perhaps a little rhyme will help you remember ⬇️ The road’s been long With issues a plenty But you’re almost there So count every penny With diligence done And the closing in sight Don’t ever forget… To persist and to fight Escrows and holdbacks And indemnity fights You better keep focused With all of your might Baskets and caps And sandbagging fun All the dizzying documents Make you just wanna run But keep your perspective It’s part of the game If your focus is strong You’ll find fortune and fame ___________________ If you like “Knowing Something” M&A in a Minute, please click the 🔔 at the top of my profile so you don’t miss anything new. #mergersandacquisitions #mergersacquisitionsdivestitures #deals #klgates #perspectivematters

Not every deal makes it across the finish line! Connect with our mergers and acquisitions (M&A) attorneys who will proactively manage due diligence, mitigate risks, and steer negotiations toward favorable outcomes. Plus, we advise clients on a deal's tax implications and help structure the transaction in a way that minimizes taxes. At A&M, we know M&A backwards and forwards! #BusinessLaw #TaxPlanning #RealEstateLaw #EstatePlanning #AssetProtection #BusinessLitigation #TexasAttorneys

In the News: Warren Calls On Regulators to 'Immediately' Block Capital One-Discover Merger 🌟 Discover the latest in the world of Corporate Law! Check out this insightful piece. 💡🌍 The Massachusetts Democrat said the $35.3 billion deal "threatens our financial stability, reduces competition, and would increase fees and credit costs for American families." 🔗 [Learn more: https://lnkd.in/ejUugxdt] #Legal #Corporate #Business #Law

This alert shares key considerations for leveraged buyouts following the Second Circuit’s decision to shield over $1 billion in payouts to shareholders from a failed LBO. Click here to read: https://bit.ly/4bpvVCV #Proskauer #leveragedbuyout #litigation

In M&A dealmaking, one of the best ways to buy assets at fair prices is to buy them from distressed sellers. This article from Tucker Ellis LLP explores some ways sellers and buyers in distressed M&A can position themselves for a successful transaction. https://lnkd.in/dAn8EdBw #Merger #Acquisition #Dealmaking #Buyer #DueDiligence

With our kids back in school, health is a top priority for students. The same could be said for #Community #Banks! Healthy community banks can benefit from branch #purchase and #assumption in many ways, such as gaining customers, acquiring assets at a discounted rate, and avoiding reorganization efforts common in mergers and acquisitions #FoodforThought from G. Ortega Law, PLLC - Come see us! GOrtegaLaw.com