Recent Trends in US Mergers and Acquisitions: Litigation and Regulatory Actions

Samuel Snider, Vice President & Lead Acquisition Counsel, LexisNexis, USA

Both anecdotal and quantitative data confirm that global mergers and acquisitions (‘M&A’) activity collapsed alongside the global financial markets in the second half of 2008. According to Capital IQ deal volume fell from roughly 1300 deals closed in 2008 with an aggregate value of roughly $1.5 trillion to roughly 1100 deals closed in 2009 with an aggregate value of only $814 billion – the lowest total in the US since 2004. For in-house counsel at companies with active M&A portfolios, however, reduced deal volume did not necessarily equate to a quiet year. 2008 and 2009 saw some very important developments in the M&A world in terms of litigation and regulatory activity, and deal structures implemented in response to these developments. This article outlines some of the more important recent trends, focusing on lessons for in-house counsel in negotiating US M&A transactions and advising executives and board members of new pitfalls that may fall outside the scope of traditional M&A legal risks. In each section we analyse relevant legal developments and offer suggestions for managing new risks and advising our business partners both prior to launching significant transactions and during the deal process.

Sam Snider is Vice President and Lead Acquisition Counsel in LexisNexis Global Legal Department. He joined LexisNexis in 2007. Sam's practice focuses on LexisNexis' global merger, acquisition and divestiture activities. Sam leads LexisNexis internal and external legal teams, and coordinates between divisional management teams and global LexisNexis management, on mergers, acquisitions and divestitures by all of LexisNexis' divisions, including numerous recent acquisitions in the United States, Europe and Asia. Additionally, Sam leads the Global Legal Department's Outsourcing and Offshoring and U.S. Legal Markets Legal Compliance teams. Prior to joining LexisNexis, Sam practiced in the M&A department of the Atlanta office of Paul, Hastings, Janofsky & Walker, a large international law firm. He is a frequent writer and speaker on corporate law and M&A matters and has been named a Georgia Rising Star by Atlanta Magazine and Georgia Super Lawyers-Rising Star Edition. Sam is based in Atlanta, Georgia, and is a member of the American Bar Association and the Georgia Bar Association. In his free time, Sam is an avid whitewater kayaker, motorcycle enthusiast and home-brewer.

LexisNexis is a leading global provider of content-enabled workflow solutions designed specifically for professionals in the legal, risk management, corporate, government, law enforcement, accounting, and academic markets. LexisNexis originally pioneered online information with its LexisNexis services. A member of Reed Elsevier, LexisNexis serves customers in more than 100 countries with more than 18,000 employees worldwide.