Committed Capital

Delaware recently reaffirmed its status as a sandbagging state, allowing buyers to bring claims against sellers for breaches of representations and warranties, despite buyers' awareness of these breaches before closing. In this Sidecar episode of Committed Capital, Dechert's Christian Matarese and Daniel Rubin discuss the arguments for and against sandbagging, new guidance from the Delaware Court of Chancery on sandbagging under Delaware law, and market practice on this deal point. 
 

The way in which senior executives and bankers communicate about deal synergies and themes can carry great weight in government merger investigations. In this Sidecar episode, Dechert's antitrust partners discuss the firm’s Boiling Point collection, which tracks government use of hot documents in merger investigations and enforcement, as well as ways in which deal makers can reduce antitrust risks in their communications.

The financial services sector has long been seen as an attractive area for private equity investment, and the deal activity levels we are seeing in today’s market are especially robust. What are some of the key drivers behind this trend? Dechert’s Steve Pratt leads a discussion with Alderwood Capital’s Jon Little and Estancia Capital Partners’ Takashi Moriuchi on the latest key developments and considerations relating to private equity investments in the financial services industry.

A key feature of the surge in GP-led secondaries transactions – and in last year’s record breaking $130bn+ secondaries market activity as a whole – has been the rolling of portfolio company assets into continuation funds, which offer GPs more flexibility on hold periods and value creation for their LPs. In this episode, Dechert’s Thiha Tun leads a discussion with Kroll’s David Lee and Columna Capital’s Michael Tose on this trend and whether it will continue. 

The unprecedented deal activity within the private equity industry shows little signs of letting up. With record deal volumes, historically low interest rates and huge amounts of dry powder, will the scorching-hot market continue? In this special episode of Committed Capital, industry leaders from KKR and Partners Group offer their perspectives on findings from Dechert and Mergemarket’s 2022 Global Private Equity Outlook report, as well as the rise of growth equity and structured equity investments, an increase in GP-led secondaries resulting from the COVID-19 crisis, the market’s appetite for SPACs, the continued focus on private credit, asset management diversification and ESG, and more.

The U.S. FTC recently announced it would seek “prior approvals” in certain merger enforcement actions, subjecting merging parties to a veto on future deals. In our sixth Sidecar episode, Dechert antitrust partners Craig Falls and Jim Fishkin discuss how prior approvals work, when they would apply, and how they are expected to impact dealmaking strategies and risks between merging parties.

A critical feature of any co-investment is to ensure alignment with the lead sponsor. How do co-investors protect themselves from potential misalignment, and what are some other key considerations for co-investors in making their investments? Dechert’s Jonathan Kim leads a discussion with AB Private Credit Investors’ Brent Humphries, Ardian’s Patrick Kocsi and Hamilton Lane’s Demetrius Sidberry on challenges, trends and developments related to equity co-investments. 

The foreign direct investment review landscape around the world is evolving rapidly. In our fifth Sidecar episode, antitrust partner Clemens York and associates Marjolein De Backer and Hrishi Hari discuss how these reviews impact private equity firms, including considerations for transaction structure and timing.

What is the current state of the rep and warranty insurance market, and what are the recent developments impacting coverage, premiums and exclusions? In our fourth Sidecar episode, Dechert private equity partner Mark Evans and rep and warranty insurance experts Craig Schioppo and Emily Standen from Marsh JLT Specialty discuss how the market has evolved in response to SPACs, secondaries and other trends as well as the impact of synthetic policies and other innovations in the sector. 

The acquisition of a target is the beginning of a new long-term relationship between a management team and a fund. What are some of the opportunities and challenges that this relationship creates at the outset? In this episode, Dechert’s Bernardo Piereck leads a discussion with Graham Partners’ Tracy Burzycki and AHEAD’s Andrew Szafran on the first 100 days of a portfolio company’s ownership by its first or a new PE fund.