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| 1 | Employees: international acquisitions Overview of key employment issues to consider in any acquisition between two employers in a cross-border context, from conducting an employment due diligence, rolling out the workers' information and consultation process, drafting the acquisition documents in consideration of the employment-related issues through closing and possible post-acquisition restructuring. Country-specific Q&A chapters (updated periodically) provide practical information for Australia, Canada, China, France, Germany, Hong Kong, Italy, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US (New York). | Practice Note: Overview | 30-Apr-2013 |
| 2 | Consideration and acquisition finance: international ... Overview of the main issues to consider when structuring consideration and finance (debt and or equity or a combination of the two) for a cross-border acquisition. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK (England and Wales) and US (New York). | Practice Note: Overview | 27-Feb-2013 |
| 3 | Auction sales: international acquisitions Analysis of the auction process relating to the sale of a private company or business and legal issues. | Practice Note: Overview | 13-Feb-2013 |
| 4 | Tax: international acquisitions Overview of key tax issues relating to the structure and tax costs after closing of an international acquisition. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK (England and Wales) and US (New York). | Practice Note: Overview | 05-Nov-2012 |
| 5 | Signing, closing and opinions: international acquisitions A practical analysis of the mechanics of signing and closing and key provisions of opinion letters in cross-border acquisitions. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US (New York). | Practice Note: Overview | 01-Nov-2012 |
| 6 | Competition: international acquisitions Analysis of key competition issues to consider on a cross-border acquisition. Main focus on EU and US anti-trust laws. Country specific information (updated periodically) for Australia, Canada, China, EU, France, Germany, Italy, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US. | Practice Note: Overview | 19-Oct-2012 |
| 7 | Transaction management: international acquisitions Management issues to consider on a cross-border acquisition. Includes analysis of engagement letter with advisers and organisation of due diligence. | Practice Note: Overview | 31-Dec-2011 |
| 8 | Acquisition structures: international acquisitions Overview of structures for cross-border acquisitions with analysis of underlying legal, tax and accounting considerations. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US (New York). | Practice Note: Overview | 12-Sep-2011 |
| 9 | Preliminary agreements: international acquisitions Overview of main documents entered into in early stages of an international acquisition: letter of intent, confidentiality agreement, exclusivity, break fee. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK and US (New York). | Practice Note: Overview | 12-Sep-2011 |
| 10 | Share acquisition documents: international acquisitions Comparative analysis of key provisions in a share purchase agreement and related documents on the acquisition of a private company. Country specific information (updated periodically) for Australia, Canada, China, France, Germany, Hong Kong, Italy, Japan, Mexico, The Netherlands, Russian Federation, Singapore, South Korea, UK (England and Wales)and the US (New York). | Practice Note: Overview | 03-May-2006 |
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| 1 | Financial assistance This note considers the rules under the Companies Act 2006, from 1 October 2009, that prohibit a public company from giving financial assistance for the purpose of the acquisition of its shares or those of a parent company, and a private company from giving financial assistance for the purpose of the acquisition of shares of a public parent company. For details of the pre-1 October 2009 position under the Companies Act 1985, see Practice note, Financial assistance: pre-1 October 2009. | Practice Notes | Maintained |
| 2 | Share acquisition documents: Mexico: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 01-Mar-2013 |
| 3 | Share acquisition documents: China: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 25-Feb-2013 |
| 4 | Share acquisition documents: Singapore: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 10-Oct-2012 |
| 5 | Share acquisition documents: Japan: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 01-Oct-2012 |
| 6 | Share acquisition documents: Australia: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 04-Mar-2010 |
| 7 | Share acquisition documents: Germany: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 10-Oct-2006 |
| 8 | Share acquisition documents: The Netherlands: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 28-Sep-2006 |
| 9 | Share acquisition documents: UK (England and Wales) ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 13-Sep-2006 |
| 10 | Share acquisition documents: France: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 26-Jul-2006 |
| 11 | Share acquisition documents: Italy: International Acquisitions This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 26-Jul-2006 |
| 12 | Share acquisition documents: US: International Acquisitions This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Practice Notes | 15-Jun-2006 |
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| 1 | Letter of intent: international acquisitions Standard document letter of intent, by which the parties outline their intention to buy and sell all the shares in a private company with wholly-owned subsidiaries. This standard document is drafted for a single buyer and a single seller. It includes legally binding provisions relating to the exclusivity of negotiations and costs and assumes that a confidentiality agreement has already been entered into. It has been drafted from the perspective of the buyer. This document is also often referred to as a heads of terms, term sheet or memorandum of understanding. This document has been adapted from PLC’s UK version to provide a plain English, jurisdiction-neutral starting point for local counsel to adapt for use in cross-border transactions. | Standard Documents | Maintained |
| 2 | Share purchase agreement: international acquisitions Standard document share purchase agreement for use in a cross-border private company acquisition where exchange and completion are not simultaneous. Includes full warranties and disclosure schedule. This document assumes that there is a single corporate buyer and a single corporate seller, and that the target company is wholly owned by the seller. This document has been adapted from PLC's UK version to provide a plain English, jurisdiction neutral starting point for local counsel to adapt for use in cross-border private company acquisitions. | Standard Documents | Maintained |
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| 1 | Checklist: acquisition: international acquisitions Checklist for cross-border private company acquisition. | Checklists | 08-Feb-2013 |
| 2 | Checklist: after closing: international acquisitions Checklist of issues to consider after closing of a cross-border private company acquisition. | Checklists | 08-Feb-2013 |
| 3 | Checklist: due diligence: international acquisitions Due diligence checklist for a cross-border private company acquisition. | Checklists | 10-Oct-2012 |
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| 1 | Recent developments in Brazilian merger control This article provides an overview of the Brazilian merger control process, outlines Brazilian practitioners' key criticisms of the system and examines the key merger control aspects of the competition reform bill currently pending approval by the Brazilian Congress. | Articles | 20-Aug-2010 |
| 2 | Trends in private M&A: the new deal landscape The post-Lehman deal landscape is very different to that of previous years, seeing a marked decline in deal value and volumes. However, there has been enough activity for some interesting trends to emerge. | Articles | 28-Oct-2009 |
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| 1 | Share acquisition documents: South Korea: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Country Q&A | 01-Nov-2012 |
| 2 | Share acquisition documents: Hong Kong: International ... This Q&A provides country-specific commentary on Practice note, Share acquisition documents: International Acquisitions, and forms part of our international acquisitions transaction guide. | Country Q&A | 15-Oct-2012 |
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| 1 | Letter of intent: international acquisitions: drafting note Drafting notes for a standard document letter of intent on a cross-border private company acquisition. Includes key legal, negotiating and drafting issues for a buyer and seller. | Drafting Notes | Maintained |
| 2 | Share purchase agreement: international acquisitions: drafting ... Drafting note for standard document share purchase agreement on cross-border private company acquisition where exchange and completion are not simultaneous. | Drafting Notes | Maintained |