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M&A Disputes

The world’s leading businesses, such as banks, investment funds and major international listed companies rely on the firm’s specialist disputes team to devise the appropriate strategy to handle complex, cross-border and high-value M&A litigation and arbitration, to understand their business requirements and to solve their most exacting and potentially damaging transactional disputes. A strategic, rather than a mechanistic, approach to M&A disputes is the group’s hallmark.

The group advises on all aspects of private and public M&A litigation and related issues around the world. Linklaters’ disputes lawyers are experienced in all aspects of M&A transactions and have industry-leading expertise in disputes relating to public offers and warranty agreements.

We also have significant experience of providing advice to clients in the midst of M&A deals, particularly between signing and completion where one of the parties wishes to find a way out of the deal. This has been particularly prevalent during the COVID-19 pandemic, in a wide range of sectors. Depending on the client’s position, we help them assess their options for an exit based on an often evolving fact pattern and help them identify and mitigate the risks that are involved, or we help the client enforce the terms of the deal. We have considerable experience of commencing court or arbitration proceedings and making or resisting applications for interim relief to enhance or protect the client’s commercial and legal leverage in such scenarios. When providing this advice, our Dispute Resolution and Corporate teams work side by side with the client.

Client Successes

We acted for a global bank, as the seller, in an ICC arbitration relating to its sale of part of its banking operations to an overseas bank. The purchaser bank notified over 13,000 warranty claims alleging failure to fairly disclose over 100,000 third party claims involving the target, with a total value in excess of US$59 billion. The parties settled all bar 29 of these third party claims on confidential terms.

We represent an international mining company in a LCIA arbitration concerning post-M&A tax indemnity claims arising out of the sale of a company in Latin America. The matter involves complex issues of contractual interpretation as well as issues relating to local tax law and procedure and international conventions on the avoidance of double taxation.

We are advising an internationally active building materials group on the enforcement of claims under a Warranty & Indemnity insurance policy against insurers following the discovery of an accounting fraud scandal in East Asia.

We are advising a Chinese investment fund on litigation with co-shareholders, target management and former legal advisors. Advising on both defending against claims and pursuing own claims, including four court cases (one before the German Federal Supreme Court), out-of-court negotiations with various parties and strategic advice.

We are advising a leading global chemical group on various disputes with the buyer of a business unit, in particular, on indemnification claims, breaches of warranty and disputes regarding the closing accounts, including the preparation of parallel expert determination and arbitration proceedings.

We represented an LSE and JSE listed mining company in two sets of English High Court proceedings in its defences of tax indemnity and warranty claims arising out of a sale purchase agreement for a Peruvian mining company. The value of the claims was in aggregate approximately US$70m. In the first set of the proceedings our client was successful at both first instance and in the Court of Appeal, whilst the second set of proceedings settled on confidential terms. Both cases involved complex contractual interpretation questions and issues relating to Peruvian tax law and procedure.

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