Paul CambriaAug 25, 20217 minFeaturedAnatomy of a Stock Purchase AgreementMost private M&A transactions are structured as acquisitions of stock, rather than mergers or asset purchases. The principal agreement...
Paul CambriaOct 3, 20152 minFeaturedM&A Disclosure – Annotated Form 8-KPublic companies that participate in M&A transactions are subject to a myriad of potential disclosure obligations throughout the...
Paul CambriaSep 23, 201510 minDraftingMaterial Adverse Effect ClausesThings rarely go according to plan. Earnings are missed. Commercial relationships end. Regulatory approvals don’t materialize. Lawsuits...
Paul CambriaSep 8, 20157 minFeaturedIntro to M&A Representations and WarrantiesThe primary transaction agreement in every M&A deal contains representations and warranties, colloquially referred to as “reps and...