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Tag Archives: Europe

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

Brexit Progress Report: 1 of 10 Key Regulatory Focus Areas for UK/European Wholesale Markets in 2019

By David Berman, Carl Fernandes  Nicola Higgs, Rob Moulton and Charlotte Collins In our January publication, we highlighted what we were seeing as the top regulatory focus areas for our clients during the year ahead, focusing on wholesale market structures and conduct risk. In a series of 10 blog posts, we will take a closer look at … Continue Reading

Italy Introduces Comprehensive Reform of Class Action Rules

New law aims to expand the currently limited application of class actions in Italy. By Antonio Distefano and Isabella Porchia The Italian Parliament recently introduced a comprehensive reform of the rules governing class actions with Law No. 31 of 12 April 2019 (the Reform). The Reform, which was published in the Official Gazette on 18 … Continue Reading

Market Participants Welcome Clarity on German Real Estate Transfer Tax Reform

Federal Ministry of Finance publishes draft tax bill outlining new measures effective 1 January 2020. By Tobias Klass The Federal Ministry of Finance has released its first draft tax bill on the contemplated real estate transfer tax (RETT) reform, setting out the general framework to which market participants must conform. German political debate has focused … Continue Reading

MHRA Releases No-Deal Brexit Guidance for Life Sciences Companies

The guidance provides helpful clarity on key regulatory changes impacting life sciences companies in the event of a no-deal Brexit. By Frances Stocks Allen, Oliver Mobasser, Héctor Armengod, Gail E. Crawford, Christoph W.G. Engeler, Robbie McLaren, and Henrietta J. Ditzen The UK Medicines and Healthcare products Regulatory Agency (MHRA) has published a significant volume of … Continue Reading

Italian Investor Compensation Scheme Under the Brexit Law Decree

CONSOB notice 8/2019 details the requirements under the Italian investor compensation scheme applicable to UK banks and investment firms operating in Italy. By Antonio Coletti and Isabella Porchia On 29 March 2019, the Italian Securities Commission (CONSOB) issued a notice detailing the terms and requirements applicable to UK banks and investment firms operating in Italy … Continue Reading

Bank of Italy Issues Instructions for Brexit Law Decree

The instructions clarify the requirements applicable to banking and financial intermediaries under the Brexit Law Decree. By Antonio Coletti and Isabella Porchia On 28 March 2019, the Italian central bank (Bank of Italy) published two notices detailing the requirements for Italian banks and financial intermediaries operating in the UK, and for UK banks and financial … Continue Reading

German Real Estate Sellers: Beware Rent Roll Risks

Sellers may be liable for damages if actual rent is lower than stated in the rent roll, despite contractual exclusion of liability for defects. By Christian Thiele and Patrick Braasch The Higher Regional Court of Cologne (HRC Cologne) has ruled that a property seller is liable for the difference between the rent shown in the … 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

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

Private Equity Buyers Poised to Reap W&I Insurance Benefits

By Drew Levin, Maarten Overmars, and Catherine Campbell Warranty and indemnity insurance (W&I) has become a common feature of European transactions in recent years, amid a strong sellers’ market that has enabled vendors to offload risk to buyers. According to the most recent edition of the Latham & Watkins Private M&A Market Study, which examined … Continue Reading

Big Deals Boost Spanish M&A

Shifting environment presents the chance to unearth value and should pave the way to boost the number of mid-market deals. By Manuel Deó The Spanish M&A market in 2018 has been characterised by a series of large-cap transactions, helped by an abundance of cheap financing for the right deals. The total deal value on large-cap … Continue Reading

Latham Launches 5th Annual Private M&A Market Study

Latham & Watkins’ 2018 survey of European private M&A transactions analyses the acquisition and equity documentation for more than 210 European deals signing or closing between July 2016 and June 2018. Key highlights include: The use of the locked box on UK deals has reduced slightly, although it continues to be the norm on deals … Continue Reading

Opportunities and Challenges for Private Equity Investment in the Insurance Sector

By Simeon Rudin and Beatrice Lo Recent private equity investments in high-profile deals, such as Bain Capital’s acquisition of esure and Apollo’s acquisition of Aspen Insurance, have brought European insurance sector deal values to record highs. Regulatory changes and regulators’ changing perceptions of PE firms have contributed to increased M&A activity, bringing new opportunities for insurance business … Continue Reading

Private Equity Takes the Driver’s Seat in Italian Automotive Deals

Deal making is likely to surge as companies seek funding and private equity firms scour the market for buyout opportunities. By Andrea Novarese and Cataldo Piccarreta Italy is poised to help steer automotive deal activity in the final weeks of what has been another bumper year for the industry. According to PwC, global automotive deals reached US$59.3 … Continue Reading

German Federal Court Reinforces Informal Modifications of Property Purchase Agreements

Ruling finds that parties may make informal modifications without notarization after the conveyance has become binding. By Christian Thiele The German Federal Court recently ruled that parties may informally modify a property purchase agreement if the conveyance has become binding — thereby confirming prior case law. The Court further held that the parties may also … Continue Reading

European Court of Justice Delivers Victory for EU Transparency and Accountability

Landmark ruling requires the European Commission to disclose impact assessments used as a basis for its legislative decision-making process. By Antonio Morales and Rosa Espín The Grand Chamber of the Court of Justice of the European Union recently issued a landmark judgment finding that impact assessments should be considered public documents. This decision sets a … Continue Reading

European Banking Authority’s Draft Guidelines on Outsourcing: Discussion of Key Themes

The EBA’s draft guidelines on outsourcing will impact cloud outsourcing and institutions’ deployment of FinTech. By Fiona Maclean, Charlotte Collins, and Terese Saplys On 4 September 2018, a wide audience of interested individuals gathered at Canary Wharf for a public hearing (Public Consultation) to listen to what the European Banking Authority (EBA) had to say in relation … Continue Reading

Reform of the German Mietpreisbremse: A Breakthrough in Tenancy Law?

Proposed reforms to the Mietpreisbremse aim at strengthening and solidifying restrictions on steep rent increases in German urban areas. By Christian Thiele and Eun-Kyung Lee After intense discussions within the ruling coalition, the German government this week adopted a draft bill regarding the reform of German tenancy law. What is the Mietpreisbremse? The Mietpreisbremse (literally … Continue Reading

Debt Portability Can Deliver a Better Exit Valuation — Will US Practice Increase Debt Portability in Europe?

By Dennis Lamont, Charles Armstrong, Jennifer Cadet, Howard Sobel, and Scott Ollivierre Debt portability provisions — reasonably common in high yield lending but historically rare in bank financing — have been recently seen in an increased number of US transactions, as deal terms react to a buoyant financing market. What should deal teams consider when seeking … Continue Reading

Potential Additional German Capital Gains Tax for Real Estate Investors

Real estate investors with their corporate seat and management outside of Germany may be subject to German taxation on capital gains from share deals. Non-resident individuals (investing directly or through partnerships or funds) will primarily be affected. By Tobias Klass and Verena Seevers According to a German draft tax bill, the sale of shares by … Continue Reading
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