The National Security and Investment Act 2021, which was passed on 29 April 2021, comes into force today. The new regime, which subjects investments in many companies active in the UK to mandatory review on national security grounds, will be among the most wide-ranging in the world. It represents the most significant change in the
Read the latest edition of the Cleary Gottlieb M&A Telegram for Germany.
Continue Reading The German M&A Market in 2021
The EU merger control regime imposes strict limitations on the interactions between parties pending merger clearance, to ensure there is no premature implementation of the transaction. Recent court decision has far-reaching consequences on drafting and negotiation of customary “interim covenants” in M&A agreements.
This alert memo discusses the principles established by the EU General Court…
The new rules are likely to have particular implications for UK public companies listed outside the UK (particularly on the NYSE or NASDAQ) or on AIM, large UK subsidiaries of multinational corporate groups and large portfolio companies of financial sponsors that have a UK topco structure, where the new rules may require them to grapple with climate-related financial reporting for the first time.
Continue Reading UK Introduces Mandatory Climate-Related Financial Reporting for Large Public and Private Companies
Welcome to the Autumn edition of our UK Public M&A Round-up.
This issue includes:
- UK Public M&A Snapshot Q3 2021: Key themes over the past quarter.
- Rollovers in UK Public M&A Transactions: Why have rollovers been rising up the agenda?
- How Target Shareholders are Attacking Bids on Valuation Grounds: Why is this becoming more common
Please click here for the latest edition of the Cleary Gottlieb M&A Telegram for Germany.
On July 27, 2021, the Financial Conduct Authority (“FCA”) published a policy statement that includes final rules amending the UK Listing Rules, and new associated guidance, applicable to special purpose acquisition companies (“SPACs”). The new rules and guidance came into force on August 10, 2021.
The final requirements are based on the FCA’s earlier consultation…
Welcome to our UK Public M&A round-up. Our round-up will feature select topics that highlight notable themes, trends and developments in the UK public M&A space.
Continue Reading UK Public M&A Round-up
On 20 July 2021, the UK Government announced that the National Security and Investment Act 2021, which was passed on 29 April 2021, will come into force on 4 January 2022. This new regime for review of investments on national security grounds will be among the most wide-ranging in the world. It represents the most…
As we have covered previously, one of the most noticeable trends that has emerged in the current boom in UK public M&A activity is the heightened level of target shareholder opposition to bids. This is manifesting itself in a number of ways, including through increased and novel “bumpitrage” campaigns as well as through institutional investors becoming more vocal in expressing their discontent at proposed bids. There appears to be a general feeling among a number of the largest UK institutional investors that private equity are acquiring UK public companies “too cheaply”.
Continue Reading UK Bids: Take-Private Boom Sees Negotiating Power Shift from Target Boards to Shareholders