Kavitha Gupta's blog

  It was a whirlwind affair. The Manhattan socialite and the sophisticated Parisian. Tiffany & Co. (NYSE: “ TIF ”) and LVMH, Moët Hennessy Louis Vuitton SE (OTC: “ LVMUY ”), announced their engagement, via   joint press release , on November 25, 2019 and set a date in 2020. The proposed combination valued Tiffany’s stock at $135 per share in an all-cash deal, yielding an implied aggregate transaction value of approximately $16.2 billion. The holidays were magical, and all seemed well with the world. But 2020 arrived and brought with it unforeseen developments around the globe. Tiffany’s Madison Avenue neighbor, Brooks Brothers,  filed for bankruptcy  on July 8, 2020 and Tiffany & Co. itself experienced significant declines in its business, with global sales down 45% for the fiscal quarter ended April 30 and down 29% for the quarter ended July 31. Tiffany & Co. lost over $32 million during the first six months of its fiscal year. LVMH stated publicly that ...

  21 Key Issues in Negotiating Merger and Acquisition Agreements for Technology Companies By  Richard Harroch  |  Revised and updated June 29, 2020 By Richard D. Harroch, David A. Lipkin, and Richard V. Smith Effectively negotiating merger and acquisition agreements for a privately held technology company involves addressing and resolving a number of key business, legal, tax, intellectual property, employment, diligence and liability issues. Such agreements are often heavily negotiated, and a poorly negotiated transaction can result in significant risks to the selling company and its shareholders, including with respect to the certainty of closing the deal and potential post-closing indemnification liabilities to the buyer. This article discusses a number of the hotly contested key issues in acquisitions of privately held technology companies. The ability to achieve success in any negotiation depends on a number of factors: the leverage a party has in the n...