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Transition services agreements in M&A transactions tips for buyers

Thompson Hine LLP
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USA
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March 1 2013

Many acquisitions involve the seller and its affiliates providing services to the buyer and its affiliates for a limited period of time after the

Representation & warranty insurance has its time finally arrived?

Thompson Hine LLP
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USA
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December 14 2012

As anyone who has been involved in the purchase or sale of a business knows well, the negotiations over the seller’s representations and warranties, and the corresponding indemnity provisions that provide the means by which to enforce them, typically are among the most contentious aspects of the transaction

Navigating the complexities of LLC profits interests

Thompson Hine LLP
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USA
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December 14 2012

Entrepreneurs often choose to form a limited liability company (LLC) when starting a business

Examine your compliance program now before the SEC does

Thompson Hine LLP
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USA
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November 27 2012

The sweeping regulatory changes instituted under Dodd-Frank have had a significant impact on investment advisers of all types, especially those who manage private investment funds such as hedge funds

Recent developments: trends in indemnification and escrow protection in private acquisition agreements

Thompson Hine LLP
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USA
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September 19 2012

The indemnification provisions in a merger or stock or asset acquisition agreement, backstopping properly drafted representations, warranties and covenants, provide the most critical protection for a buyer’s investment in an acquired entity or assets

CH Energy Group, Inc

Thompson Hine LLP
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USA
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June 27 2012

On February 20, 2012, longstanding Thompson Hine client CH Energy Group, Inc. entered into a merger agreement with Fortis Inc. and its wholly owned U.S. subsidiaries FortisUS Inc. and Cascade Acquisition Sub Inc. Fortis Inc. is listed on the Toronto Stock Exchange

So you want to sell your company? Key considerations for the sale of a private company

Thompson Hine LLP
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USA
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June 27 2012

The sale of any private company is a complex process that has the capacity to change lives

Corporate merger results in termination of employee noncompetition covenants

Thompson Hine LLP
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USA
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June 27 2012

A recent decision by the Ohio Supreme Court presents another challenge to the widely understood rule of corporate law that in a merger of corporations or other business entities, the existing rights and obligations of the constituent or target companies continue in force, especially their valuable contract rights and obligations

Supreme Court of Ohio restricts enforceability of noncompete agreements after corporate merger

Thompson Hine LLP
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USA
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June 4 2012

The Supreme Court of Ohio recently addressed the enforceability of noncompete agreements that are inherited by a successor company through a corporate merger

Venture capital - review of 2011

Thompson Hine LLP
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USA
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April 5 2012

Venture capital investment is a multivariable equation informed by information so voluminous that management teams often are unable to digest properly the rules of engagement, let alone the state of play

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