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Protecting buyers’ value in M&A: Part 2 – Indemnity claims

Author headshot imagePosted by , Partner
Contributing authors: Fran Tremeer

Mergers and acquisitions

In the second article in a series on protecting buyers’ value in M&A deals, partner James Worrall in our Corporate team discusses indemnities – how they differ from warranties, when they are used and what function they have in a share purchase agreement.

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Future Fund Expansion: UK open for business

Author headshot imagePosted by , Senior Associate

Since its launch in May 2020, the Future Fund has proven to be extremely popular, with applications in excess of the initially funding commitment of £250million.

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New key insolvency measures introduced – Corporate Insolvency and Governance Act 2020

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Contributing authors: Bharti Moore

The bill has now completed its journey and obtained Royal Assent, becoming legislation in the form of the Corporate Insolvency and Governance Act 2020 (CIGA 2020) (“the Act”).

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Boards cannot afford to overlook the Modern Slavery Act

Author headshot imagePosted by , Senior Associate

In the wake of the controversy surrounding the allegations of modern slavery of a Leicester factory supplying online fashion brand Boohoo, now is not the time for Boards to take their eyes off the ball.

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Protecting buyers’ value in M&A: Part 1- Warranty claims

Author headshot imagePosted by , Partner
Contributing authors: Fran Tremeer

mergers and acquisitions

As anyone who’s read a share purchase agreement knows, the largest section therein is generally the warranty schedule. This schedule contains often dozens of pages of statements about the target company or group, covering matters ranging from details of its share capital to its tax affairs.

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Is the British Biotech sector immune to COVID-19?

Author headshot imagePosted by , Partner

As the social, economic, and health impacts of COVID continue to ripple around the globe, it would seem that the UK Biotech sector is weathering the storm. But despite its robust response, there are warming signs that should not be ignored.

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Covid-19: a new landscape for business valuations

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EBITDAC

EBITDAC is the new acronym which has been much discussed recently as businesses and their advisers get to grips with how to adjust valuations to take into account the impact of Covid-19. Does this further increase uncertainty in an already unsettled M&A market and how much are we really going to see it used?

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Business alert: Temporary extensions to filing documents at Companies House

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Companies House

On 27 June 2020, the Companies etc. (Filing Requirements) (Temporary Modifications) Regulations 2020 (Regulations) came in to force.

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EMI options: amends to commitment of working time and disqualifying events

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EMI schemes

We are pleased to report that on 26 June, the Government tabled an amendment to Schedule 5 of the Income Tax (Earnings and Pensions) Act 2003 which will come as a relief to companies with EMI Schemes and holders of EMI options.

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When Annual General Meetings met coronavirus

Author headshot imagePosted by , Solicitor

The AGM season traditionally kicks off in April, but the coronavirus outbreak has caused havoc with these annual events as countries restricted travel and banned mass gatherings. As a result, a number of large companies, including well-known high street names, have held their AGMs behind closed doors with shareholders being unable to attend or provide real-time questioning.

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Board Briefing (Covid-19): Looking ahead in uncertain times

Author headshot imagePosted by , Senior Associate
Contributing authors: Iain Butler

Board Briefing June 2020

Despite the ongoing challenges faced by UK businesses, as lockdown measures ease and businesses start to re-open and adjust to a new way of working, directors across all sectors will be looking ahead and need to maintain a ‘hands on’ approach to considering, implementing and communicating key decisions.

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Private equity and Covid-19: the drive towards recovery

Author headshot imagePosted by , Partner

There has been a lot for private equity (PE) funders to deal with in the wake of the Covid-19 pandemic. Understandably short-term focus has been on supporting existing portfolio companies, but the expertise and resilience of PE funders (and their advisers) combined with a strong appetite to do deals means that PE-backed buy-outs and bolt-on acquisitions are likely to have a central role in the drive towards recovery.

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