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Category Archives: M&A and Private Equity

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Introducing Latham’s Guide to Acquiring a US Public Company

Considerations for non-US acquirers looking to buy a publicly traded US-based company in a negotiated (i.e., friendly) transaction. By Thomas W. Christopher, Bradley C. Faris, Alexander B. Johnson, Amanda P. Reeves, Les P. Carnegie, Kristin N. Murphy, and Kaitlin Verber In 2019, the public M&A market in the US continued at a strong level. A … Continue Reading

Fund-to-Fund Transfers on the Rise as Deal Flow Slows

Negotiating market price, fund economics, management and other investors, documents, and approvals are key to leveraging fund-to-fund transfers. By Nick Benson, Tom Evans, Huw Thomas, David Walker, Katie Peek, and Catherine Campbell Following significant fundraising activity, sponsors have substantial capital at their disposal. However, in Europe, there were 564 deals worth US$72.8 billion in the first half … Continue Reading

50 Shades of Green Finance: An Untapped Opportunity for Private Equity

Sustainable finance and its surrounding infrastructure offers growing potential for deals and green innovation. By Tom Evans, Paul Davies, David Walker, Ignacio Domínguez, Michael Green, Aaron Franklin, Laura Kichenside, and Catherine Campbell The global sustainable finance market has expanded rapidly in recent years, approaching US$320 billion in new issuances in the first 10 months of 2019. … Continue Reading

W&I Insurance: Exclusions and Solutions for Private Equity

How can deal teams capitalise on the latest trend in the deal insurance market to improve bid success? By Tom Evans, Paul Davies, David Walker, Michael Green, Aoife McCabe, Harry Redford, Catherine Campbell, and Amy Watkins The emergence of contingent risk insurance policies, which address known risks that would otherwise be excluded from coverage under traditional W&I insurance, is … Continue Reading

No-Poach Prosecutions: A Growing Problem for Private Equity?

Buyout firms and portfolio companies beware increased interest in no-poach and wage-fixing agreements from antitrust enforcers in the US and Europe. By Tom Evans, David Little, David Walker, Elizabeth Prewitt, Sarah Gadd, Joshua Chalkley, Anuj Ghai, Catherine Campbell, and Peter Citron Buyout firms and portfolio companies should take note of heightened scrutiny of HR and employment practices by … Continue Reading

Baking the Books — Recent Instances of Fraud Highlight the Need for Vigilance in M&A Deals

Buyers’ best defence against M&A fraud requires rigorous, pre-closing due diligence — when fraud is suspected, deal teams should seek legal advice and proceed with caution. Oliver Browne, Richard Butterwick, Alanna Andrew, Frederick Brodie, Connor Cahalane, and Catherine Campbell Recent high-profile fraud cases gravely illustrate how a failure to detect fraudulent activity can cause lasting damage … Continue Reading

Protect Your Antitrust Privilege — Why M&A Dealmakers Must Take a Strategic Approach to Privilege

Companies must mitigate risks to antitrust privilege posed by cross-border megadeals and increased regulatory demand for documentation. Richard Butterwick, John Colahan, Martin Davies, Jonathan Parker, Oliver Middleton, Gregory Bonné, and Catherine Campbell A strong M&A market has driven a high volume of megadeals across the globe in recent years, with acquirers turning to ambitious transactions. Antitrust issues frequently arise … Continue Reading

Making Your Carve-out a Clean Cut

Buyers and sellers can make the most of divestments through a value-centered approach to planning and post-closing transitional service agreements. By Richard Butterwick, Robbie McLaren, Emily Cridland, and Katie Campbell In the current deal market, corporates are taking an increasingly strategic and value-centred approach to planning carve-outs and divestments in order to maximise value. According … Continue Reading

Navigating M&A in 2019 — How Deal Terms Are Responding to the Current M&A Market

Drawing on Latham’s Sixth Private M&A Market Study, we explore trends and developments in consideration mechanics and deal conditionality. Richard Butterwick, Martin Saywell, Simon J. Tysoe, Catherine Campbell, and Richard George Uncertainty has been a significant market factor in 2019. The UK’s decision to leave the European Union, protectionist responses to China as a global investor, … Continue Reading

New Challenges for Transitional Services Agreements in Financial Services M&A

Subcontractors, security, and audit and termination rights will require special consideration under forthcoming EBA outsourcing guidelines. Richard Butterwick, Deborah J. Kirk, Fiona M. Maclean, Samantha Peacock, Kirsty Watkins, and Catherine Campbell Recent growth in divestiture and carve-out deals in the M&A landscape, including the financial sector, has brought renewed focus to transitional services agreements (TSAs), which … Continue Reading

Will the Increase in Cross-Channel Deals Require an Anglo-French Approach to Management Equity?

As management terms converge, deal teams must still navigate cross-border differences in ratchets, put and call options, and management warranties. By Alexander Benedetti, Tom Evans, David Walker, Neil Campbell, Catherine Campbell, and Eric Loubet French and UK private equity firms are increasingly looking across the Channel for attractive buyout opportunities. Cross-border transactions involving French and UK … Continue Reading

4 Key Reasons Why European P2P Deals Fail – and How Private Equity Deal Teams Can Avoid Them

Adherence to secrecy, pre-announcement preparations, realistic expectations-setting, and strategic plans for taking control are keys to P2P deal success. By Richard Butterwick, Pierre-Louis Clero, Manuel Deo, Tom D. Evans, Tobias Larisch, David J. Walker, Suneel Basson-Bhatoa, Phillippe Tesson, Connor Cahalane, and Catherine Campbell The deal market has seen a resurgence in public to private (P2P) transactions … Continue Reading

Big-Ticket Fines and Veil-Piercing Cases Raise Portfolio Company Liability Risks for PE Parents

How can private equity firms identify and mitigate inherited liability risk from vulnerable portfolio companies? By Tom Evans, Gail Crawford, Fiona Maclean, David Walker, Katie Peek, Catherine Campbell, and Amy Smyth Ongoing big ticket regulatory fines coupled with high profile corporate veil cases indicate that private equity deal teams must remain alert to the risk of … Continue Reading

Private Equity in Japan: With Opportunities Come Continuing Challenges

Firms targeting assets divested by conglomerates still face obstacles, though barriers to PE investment in Japan are gradually falling. By Stuart Beraha, Noah Carr, Tom Evans, Hiroki Kobayashi, Ivan Smallwood, David Walker, and Catherine Campbell  Many hurdles that traditionally challenged private equity firms looking to invest in Japan have been lowered in recent years. The Japanese … Continue Reading

Private Equity Set to Get Active With Activists

Companies previously considered immune from activist campaigns have come under pressure, driving new public and private deal opportunities for private equity. By Richard Butterwick, Christopher Drewry, Tom Evans, Harald Selzner, David Walker, Ben Coleman, and Catherine Campbell US shareholder activists are an established presence in Europe. In 2018, activist campaigns targeted 160 European companies, according to Activist Insight. In … Continue Reading

2019 Is Different From 2008: 4 European Restructuring Developments for Private Equity Firms to Consider

Persisting political and economic uncertainty means awareness of market changes remains crucial. By Simon Baskerville, Tom Evans, David Walker, Stephanie Dellosa, and Catherine Campbell The 2008 distress cycle triggered defaults and restructurings for European PE portfolio companies, as maintenance covenant defaults and balance sheet deleveraging forced refinancings and debt-for-equity swaps. While restructuring conditions for PE firms are … Continue Reading

Cornerstone Investments: A Foundation for Private Equity-Sponsored IPO Exits

Cornerstone investments can assist a firm’s overall exit objective, particularly when there are bidders for a portfolio company but no outright buyer. By James Inness, Tom Evans, David Walker, Sonica Tolani, Connor Cahalane, and Catherine Campbell Cornerstone investments, which involve taking a stake in an about-to-list company, have been popular in Asia and in Nordic countries for … Continue Reading

Is Artificial Intelligence Set to Transform Private Equity Dealmaking?

With the explosion of AI applications, private equity houses and their portfolio companies must understand where key opportunities lie. By Tom Evans, Kem Ihenacho, David Walker, Laura Holden, Hector Sants, Claudia Sousa, Catherine Campbell, and Patricia Kelly Artificial intelligence (AI) developments provide increasing opportunities for private equity, including deal sourcing and portfolio company analysis/enhancement, particularly in businesses that can adopt … Continue Reading

5 Antitrust Trends for Private Equity to Watch

We examine: increasing focus on non-controlling stakes, burdensome document production requests, heightened enforcement of gun jumping rules, examination of vertical deal overlaps, and ongoing political developments. By John Colahan, Peter Citron, Calum Warren, David Walker, Tom Evans, and Catherine Campbell In a continually evolving antitrust landscape, we consider five key trends that PE deal teams … Continue Reading

Are Private Equity Bank Buyouts Set to Soar?

European regulators’ openness to PE investors is presenting attractive banking sector opportunities, but such opportunities require careful regulatory planning and local issue navigation. By Carl Fernandes, Hans-Jürgen Luett, David Walker, Tom Evans, and Catherine Campbell Ten years ago, a PE investment in a European bank would have been a rare occurrence. However, more recently, PE … Continue Reading

Litigation Funding: Private Equity Investment Opportunity and Portfolio Risk Management Tool

As litigation funders find new disputes markets, PE firms should consider litigation funding as a growth sector — and as a valuable tool for de-risking portfolio company claims. By Stuart Alford, Dan Smith, David Walker, Tom Evans, and Catherine Campbell Litigation funding, the third-party financing of legal costs in disputes, is increasingly common in the … Continue Reading

Will Regulatory Reform Make Cryptoassets the Next Buyout Boom for Private Equity?

Regulatory guidance on cryptoassets and digital currency companies may lead to a legitimisation of crypto-businesses as an investable asset class. By Stuart Davis, Sam Maxson, David Walker, Tom Evans, and Catherine Campbell Recent and upcoming regulatory guidance on cryptoassets and the regulation of companies engaged in digital currency, such as issuers, crypto-exchanges, crypto-custodians, crypto-brokers, and … Continue Reading

Addressing Pensions Liabilities for Underperforming Portfolio Companies

By Catherine Drinnan and Shaun Thompson This year has seen a significant number of business failures, particularly on the high street, as businesses have struggled in the face of market fragility and Brexit uncertainty. When a UK portfolio company is underperforming, the presence of a defined benefit pension (DB) plan with a large deficit can … Continue Reading

Italian Football Ready to Rejoin Financial Elite

Increased revenue, improved governance, and innovative financing in Serie A are drawing interest from overseas investors. By Giancarlo D’Ambrosio In the 1980s and 1990s, Italian football dominated the European football industry, achieving consistent success on the field and attracting a vast global audience. Italy’s top division, Serie A, is still among the best in the … Continue Reading
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