IBA Annual Conference Sydney 2017

8 Oct - 13 Oct 2017

Room C4.5, Convention Centre, Level 4

Session information

Expecting the unexpected: risk sharing and hurdles to closing in public M&A
Room C4.5, Convention Centre, Level 4


Corporate and M&A Law Committee (Lead)


When the deal is agreed, how does the buyer make sure it is protected from preclosing problems? How does the seller make sure it gets the value it bargained for? Indeed, closing risks and incentives are increasingly important in public takeovers, including: • regulatory, antitrust and other possible government approvals; • financing; • material adverse change; • minority shareholders or activist interferences or litigation; • interlopers; and • shareholder approval and other concepts (including common and civil law way-outs). This session will explore current market terms and negotiations of these issues with top M&A lawyers in the context of recent public deals, as well as lessons or ways to secure or accelerate closing.

Session / Workshop Chair(s)

Bertrand Cardi Darrois Villey Maillot Brochier , Paris, France
Steven Cohen Wachtell, Lipton, Rosen & Katz, New York, New York, USA; Vice Chair, Corporate and M&A Law Committee


Evie Bruce King & Wood Mallesons, Sydney, New South Wales, Australia
Christian Herbst Schönherr , Vienna, Austria