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Private Target M&A Deal Points Study
April 3, 2006
ATTORNEYS
Stuart C. Johnson
The long-awaited Private Target M&A Deal Points Study, conducted by the M&A Market Trends Subcommittee of the Section's Committee on Negotiated Acquisitions was released on March 27, 2006. This important study benchmarks a broad range of key negotiated deal points from publicly-available acquisition agreements involving public buyers of private target companies, thus providing key data for the oft-debated issue in M&A transactions: "what in fact is the market"? This study is expected to become an indispensable resource for M&A lawyers.
Powell Goldstein partner Stuart C. Johnson was a member of the working group which prepared this study.
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The New Subchapter S Laws: A Boon for Community Banks
Financial Institutions
Banking Law Journal
August 2005
Recent tax law changes have created new opportunities and unanticipated pit-falls for banking institutions interested in making an S corporation election. A bank's decision to pursue S corporation status requires a reexamination of existing rules, planning and an evaluation of the benefits and risks associated withthree new tax provisions. These provisions increase the number of S corporation shareholders from 75 to 100, allow family members to elect to be treated as one shareholder, and expand bank S corporation eligible shareholders to include IRAs.
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Escaping SOX
Reconsider Being a Public Company and Escape Sarbanes-Oxley Angst
ABA Banking Journal
May 2005
ATTORNEYS
Katherine M. Koops
As costs and burdens of federal securities law compliancecontinue to soar, Securities and Exchange Commission-reporting bank holding companies (and banks withoutholding companies that file SEC-compliant reports with FDIC)are increasingly questioning the value of remaining public.
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Non-Debtor Transfers May Qualify For §1146(c) Exemption
American Bankruptcy Journal - February, 2005
ATTORNEYS
Robert M.D. Mercer
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