Review from previous edition: It may well be named the most comprehensive analysis of the most acute problems of arbitration in the sphere of M&A transactions to date. The book may be recommended to graduates and practitioners beginning their legal career in the field of M&A, as well as experienced lawyers and scholars.
Review from previous edition: This book delivers what it promises: a concise introduction to M&A arbitrations, with a global outlook. As such, the prediction of Lord Hoffmann’s foreword, that it should become prima facie evidence of negligence for an M&A lawyer not to possess a copy of this book, may well prove accurate!
The key message that came through from this book is clear: Parties to M&A transactions should be mindful of the potential issues and their resolution (whether through arbitration or other methods) not only at the time the dispute arises, but more importantly, these should be considered at the very beginning of the transaction and also at the drafting stage. All in all, the contributors and editors of this book should be well congratulated for successfully compiling a succinct, informative and practical guide on the relevant key issues surrounding M&A disputes and its related arbitration.
To the practitioner tackling this field, whether veteran or apprentice, this book will prove invaluable. It serves as a useful and practical guide that any practitioner can turn to for quick and relevant practical advice on the issues that arise every day in international M&A arbitration.
In an increasingly globalised and complex economy, arbitration is becoming the dispute resolution mechanism of choice for international M&A transactions. Spanning share purchase agreements, asset purchase agreements, shareholder agreements and joint venture arrangements, this is a huge area of commercial activity, giving rise to an expanding number of disputes.
In the second and expanded edition of this title, leading experts in the field of international arbitration provide legal and practical guidance on the key types of dispute likely to arise from M&A transactions (eg, warranty claims, shareholder disputes, claims relating to completion accounts), and offer procedural and tactical tips for arbitration arising from them. The content also covers the fundamental questions of arbitrability, confidentiality, freedom to choose the governing law (and questions of mandatory law) and enforceability in a number of key jurisdictions. Together, the contributors provide a one-stop guide to the legal, tactical and practical aspects of arbitration in today's M&A market. The second edition contains not only valuable updates to the first edition, but also several new chapters covering third party funding and warranty and indemnity insurance, as well as key concepts of valuation in the arbitration context and the quantification of damages for breach of representations and warranties.
Whether you are a lawyer in private practice or are involved in M&A in the broadest sense, this commercially focused title will provide you with holistic, practical insight into the arbitration of M&A transactions.
New to this edition:
- Expanded geographic coverage with new chapters on Peru and Poland.
- Two new chapters providing an overview of the calculation of damages for breach of warranty, and issues of valuation as they arise in an M&A context, providing readers with a broad understanding of the approach to and challenges therein.
- A look at best practices for crafting an arbitration clause to ensure it meets the parties’ needs, and the current standards for binding non-signatories to an arbitration agreement.
- Detailed insight into how warranty and indemnity insurance works in practice, including a practical walk through of the issues to consider when a claim is made.
- An addressing of the challenges facing the private enforcement of cartel damages actions in the Cartel Damage Claims line of cases across the EU; the first examples of the EU Commission as amicus in commitment arbitrations arising from the Telefónica Deutschland/E-Plus merger; and the US Department of Justice’s referral to arbitration in United States v. Novelis, Inc. and Aleris Corporation.