Reverse Break-up Fees and Specific Performance: A Survey of Remedies for Financing and Antitrust Failure


Recorded: Tuesday, April 19, 2016

Practical Law On-Demand Webinars do not provide CLE.

If you need a Certificate of Completion for another purpose, please send a request to webinars.practicallaw@thomsonreuters.com.

Practical Law has completed the seventh edition of its annual survey of remedies for buyer breach in public M&A transactions. This comprehensive study analyzed the reverse break-up fees, enforcement remedies and financing covenants in 85 public company merger agreements for debt-financed deals from 2015 with a signing value of at least $100 million. During the webinar, we will distribute a link for you to obtain your complimentary copy of the study.

New this year, the study also examined 49 agreements that contained a reverse break-up fee payable for antitrust failure, including 27 public merger agreements and 22 private acquisition agreements. The study analyzed these agreements along several lines, including target industry, the inclusion of a hell-or-high-water covenant, and obligations to divest or litigate to gain antitrust clearance.

Join Practical Law for a free 60-minute webinar in which Daniel Rubin, Senior Legal Editor, Practical Law Corporate and M&A and primary author of the study, will review the study’s results and discuss how dealmakers used reverse break-up fees, specific performance, damages remedies, and covenants to allocate financing and antitrust risk.

A short Q&A session will follow.

Presenter:
Daniel Rubin, Senior Legal Editor, Practical Law Corporate and M&A

Following the webinar, you will receive links via email to these Practical Law resources:
  • Purchase Agreement: Private Equity Financing Provisions
  • Purchase Agreement: Reverse Break-Up Fee for Antitrust Failure
  • What’s Market: Reverse Break-Up Fees for Antitrust Failure
Be sure to visit What’s Market, which provides a continuously updated database of agreements covering a range of corporate, securities, and finance topics, including public merger and private acquisition agreements. In the private acquisitions database, you can analyze and compare negotiated terms such as purchase-price adjustments, earn-outs, Material Adverse Effect definitions, and indemnification provisions across multiple deals. What’s Market also contains links to the underlying publicly filed documents.

Practical Law provides practical, up-to-date resources across all major practice areas to help lawyers in law firms and in-house legal departments get up to speed quickly, save time and protect the bottom line. Learn more at www.practicallaw.com.

If you wish to test your computer system prior to the webinar, please click here.
Already Registered? Log In Now

Complete this form to enter the webcast.
(* "indicates required field)

  • Yes
  • No