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Books > Law > Laws of other jurisdictions & general law > Financial, taxation, commercial, industrial law > Financial law > General
Exits are the lifeblood of private equity: for private equity
investors, at the top of their list of priorities when making an
investment is an understanding of when and how they will realise it
in due course. The methods of exiting private equity investments
have developed over the years, and particularly as a result of the
hyper-competitive market for quality assets and disruption caused
by global macro-economic events such as the novel coronavirus
pandemic. To the usual trade sales and initial public offerings
(IPOs) have been added secondary, tertiary (and more) buy-outs,
refinancings, partial sales, private equity house spin-outs,
liquidations and an increasing number of "fund-to-fund" transfers.
In these uncertain times, private equity houses will continue to
put a significant focus on what options might be available to them
to realise their portfolio investments, being mindful of not just
the economic risks, but also the legal, tax, regulatory and
reputational issues at stake. Management teams are key to this
process and their economic, commercial and personal priorities
cannot be underestimated in what is a very complex environment of
often conflicting aspirations. This practical guide features
contributions by leading specialists (including from Latham &
Watkins, Linklaters, Macfarlanes and Ropes & Gray) on a range
of topics linked to the exit of private equity investments. Topics
featured include preparing for exits, vendor diligence, management
issues, auction sales, partial exits, private equity house
spin-outs, IPOs, refinancing, winding-up, tax and perspectives from
Luxembourg, the US and views on the emerging markets. The third
edition also includes analysis on emerging and established trends
impacting exit terms, including early management liquidity, the
prevalence of insurance solutions and related party or fund-to-fund
exits. Together, the contributors provide an invaluable guide to
the legal, regulatory, tax and practical elements in play. Whether
you are a lawyer in practice or in-house, this commercially focused
title will provide you with an invaluable all-round overview of
private equity exits.
Fully updated by a team of expert practitioners, this third edition
of European Securities Law continues to provide a comprehensive
source of knowledge, and practical know-how, about the regulation
and operation of the securities markets in Europe. The opening of
the work provides the reader with a critical overview of the
European legislative process and regulatory framework in the
context of public and private capital-raising activities (equity
and debt), trading activities, takeovers of publicly traded
companies, and the associated liabilities. The implications of the
recent EU Prospectus Regulation and the EU Market Abuse Regulation
are discussed, as well as the Transparency Directive, the Takeover
Directive and the MiFID regimes. Particular considerations for
non-EU issuers are also considered, including the position of the
UK following Brexit. Part II examines the practicalities of
planning and conducting the most common types of transactions under
the applicable regulation, highlighting the ways in which key
issues, concerns and uncertainties are dealt with by experienced
professionals. Key elements of the processes of selected EU Member
States are discussed throughout, and a useful chart outlines the
process involved in passporting a prospectus into different EU
Member States. Part II also features a chapter new to this edition,
covering the ongoing development of the high yield bond market in
Europe. In Part III, a country-by-country analysis covers specific
issues that arise in eleven of the most significant EU Member
States (and the United Kingdom) exploring matters of national
legislation as well as interpretation and implementation of EU
legislation by those EU Member States. The UK chapter considers the
implications of Brexit for market players in the United Kingdom and
Europe. This work is an essential resource for all lawyers advising
on securities transactions and financial and securities laws,
whether for clients based in Europe or for non-EU issuers in
Europe.
This is the first book to analyse and draw together all of the
property law and regulatory and contractual issues relevant to
financial collateral transactions. Collateralized finance
transactions played a major role in the bankruptcy of Lehman
Brothers and the near-failure of AIG during the early months of the
global financial crisis, and are being increasingly recognised as
being integral to the stability of the global financial system. The
book provides a detailed legal analysis of the types of
transactions which make up collateralised financing transactions
and examines them in their commercial context. Recognising that
financial collateral transactions are often global in nature the
book covers the legal position in the UK, US, and the EU with
specific relevance to practice in the Netherlands, Germany and
Belgium. There is a chapter on the relevant private international
law issues including conflicts of laws and forum. The book opens
with an explanation of how financial collateral transactions are
construed, including the relevant standard contract forms. The
following chapters discuss the major legal issues and practical
considerations, as well as a number of specialist concepts such as
safe harbours, 'minimum floors' and securities custody. This new
work brings together consideration of the European Securities
Financing Regulation, the Collateral Directive, and relevant parts
of the Bank Recovery and Resolution Directive.
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