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COVER STORY

A new era of sustainability: IFRS S1 and S2

As well as disclosure requirements, companies also need to evidence how they will assess and manage the sustainability and climate-related risks they face.

FEATURES

Energy transition and the M&A outlook

The need to tackle climate change risks and build green infrastructure is generating greater transaction volumes in the space.

Will US lender-on-lender violence gain traction in Europe?

In Europe, such deals would be a much more challenging endeavour due to differences in market standards for documentary terms and the legal frameworks.

Compensation incentives and clawbacks: analysing the DOJ’s Pilot Program

The renewed focus on identifying executives and supervisors involved in alleged misconduct marks a significant shift in the DOJ’s enforcement priorities.

Preparing for the US Corporate Transparency Act

While the CTA is aimed at curbing money laundering, terrorist financing and other financial crimes, its broad regulations will have a sweeping impact on many companies doing business in the US.

Global minimum tax: should smaller countries opt in or out?

With the decision to opt in or out of the agreement seemingly fraught with danger, the world’s smaller countries in particular need to weigh up the potential advantages and disadvantages of a global minimum tax.

ROUNDTABLE

Implementing ESG strategy within an organisation

The unequivocal expectation among key stakeholders is for organisations to develop strategies that convey their commitment to ESG outcomes – a business reappraisal that is fast becoming a key metric for measuring future success. FW moderates a discussion between Karen Baum at BDO, Kirsty Green-Mann at Hays PLC, Caroline May at Norton Rose Fulbright LLP, Lutz Hegemann at Novartis, Inge Huijbrechts at Radisson Hotel Group, and Deepak Jobanputra at Vitality.

SPECIAL REPORT

Private equity

Q&A: Tackling cyber risks in the private equity industry

The cyber insurance industry is continuing to try and build products and solutions that can better help buyers improve risk posture. FW discusses tackling cyber risks in the private equity industry with Paul Harragan and Thomas Kim at Kohlberg Kravis Roberts & Co. L.P. and Zach Scheublein at Aon plc.

European private equity in 2023: a broadly positive outlook despite economic headwinds

Norton Rose Fulbright Despite the current challenges, most PE funds still share a broadly positive outlook for the remainder of the year.

Debt financing UK takeovers: key concepts and considerations for sponsors

Davis Polk & Wardwell London LLP As the market improves there are a number of key concepts and considerations that sponsors looking to finance UK public-to-private transactions should keep in mind.

Minority equity sell-down transactions

Hogan Lovells International LLP There have already been many examples of a direct minority sale being combined with a GP-led of the retained interests by the majority investor.

Transactional risk insurance – helping private equity unlock value, even without transactions

Vanbridge Even as M&A deal flow has yet to rebound to 2021 levels, creative PE firms can nevertheless benefit from the use of these ‘transactional risk’ products in entirely different contexts,

Private equity strategies using interval funds, tender-offer funds and ELTIFs 2.0

Sullivan & Worcester, LLP To broaden distribution channels, fund sponsors are rethinking fund structures. Enter interval funds and tender-offer funds in the US and European long-term investment funds in Europe.

Fundraising trends in private equity

Raymond James Private Capital Advisory GPs looking for ways to stay agile in the current climate and energise LPs into making new fund commitments would benefit from providing ample co-investment.

Powerful long-term trends boost venture capital outlook

Adams Street The core tools for value creation by venture capitalists that help improve the chance of success remain vitally important to start-ups, especially in today’s environment.

Ingraining good governance in start-ups: buck stops with the investors

BTG Legal Efficient governance mechanisms lead to strategic decision making, efficient resource allocation and the identification of growth opportunities.

Q&A: Reflecting on challenges and opportunities for private equity

PE firms have taken steps to ensure that their assets will be robust and ready to prosper once market conditions recover and the funding landscape improves. FW discusses challenges and opportunities for private equity with Valentin M. Pfisterer at Ashurst, Matthew P. Salerno at Cleary Gottlieb Steen & Hamilton LLP and Jan Schubert at Gibson Dunn.

TALKINGpoint

Impact of the EU Artificial Intelligence Act

The EU AI Act has been generally well-received by stakeholders, given the unquestionable potential for AI to be used by bad actors for seriously harmful purposes. FW discusses the impact of the EU Artificial Intelligence Act with Tim Wright, Nathan Evans, Kate Troup, Eddie Powell and Caroline Philipps at Fladgate LLP.

DEALfront

mergers & acquisitions

Exxon Mobil to acquire Denbury in $4.9bn transaction

In a major move into carbon capture, multinational oil and gas corporation ExxonMobil is to acquire hydrocarbon exploration company Denbury Inc. in an all-stock transaction valued at $4.9bn.

Safran to buy Collins Aerospace unit for $1.8bn

Safran Group has agreed to acquire the actuation and flight control systems business of Collins Aerospace.

private equity & venture capital

Brookfield to acquire American Equity for $4.3bn

Insurance holding company Brookfield Reinsurance is to acquire all of the outstanding shares of common stock of annuities provider American Equity Investment Life Holding Company in a cash and stock transaction that values AEL at approximately $4.3bn.

Ares Management Corporation agrees Crescent Point Capital deal

Ares Management Corporation has entered into a definitive agreement to acquire 100 percent of Crescent Point Capital, a leading Asia-focused private equity firm with approximately $3.8bn of assets under management.

bankruptcy & corporate restructuring

Dutch e-bike start-up VanMoof declares bankruptcy

Marking the end of rumours as to its financial stability, Dutch e-bike start-up VanMoof has declared bankruptcy and as a result is seeking legal protection using a Dutch mechanism similar to America’s Chapter 11 process.

Novan files for Chapter 11 bankruptcy

Novan Inc and its wholly owned subsidiary EPI Health have entered into a stalking horse asset purchase agreement with Ligand Pharmaceuticals prior to filing voluntary petitions for Chapter 11 bankruptcy protection.

SPOTlight

CFIUS’s annual report spells trouble for dealmakers

Winston & Strawn LLP Dealmakers should be prepared for CFIUS to require mitigation in circumstances where the need for mitigation does not appear obvious.

Blended infrastructure – a portfolio for all seasons

GLIO For a rational investor, listed infrastructure should be considered equally alongside unlisted in a holistic approach to infrastructure allocation.

Crypto trading in Germany – is a wave of criminal tax convictions rolling in?

Feigen Graf Tax investigators have just started their search for non-declared profits originating from crypto trading. In view of the enormous profits generated in recent years, the tax authorities are likely to be in this for the long run.

Challenges facing the new director of the UK’s Serious Fraud Office

Rahman Ravelli The appointment of Nick Ephgrave as the new director of the Serious Fraud Office could be viewed as the beginning of a new era for the agency.

Credit or equity: the new economics of litigation finance funds

Delta Capital Partners In addition to providing immediate revenue generation for alternative fee cases during transactional practice downturns, this product also helps law firms leverage the number and size of contingency or success fee cases it can handle.

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CONTRIBUTORS

Adams Street

Aon plc

Ashurst

BDO

BTG Advaya

Cleary Gottlieb Steen & Hamilton LLP

Davis Polk & Wardwell London LLP

Delta Capital Partners

Duff & Phelps

Feigen Graf

Fladgate LLP

Gibson Dunn

GLIO

Hays PLC

Hogan Lovells International LLP

Kohlberg Kravis Roberts & Co. L.P.

Norton Rose Fulbright LLP

Novartis

Radisson Hotel Group

Rahman Ravelli

Raymond James Private Capital Advisory

Sullivan & Worcester, LLP

Vanbridge

Vitality

Winston & Strawn LLP