Friday, 12 August 2016

August Greetings, Security Interests over Patents and M&A Blog News

Splendid August to everyone!

I’m back at the office and full of energy after a relaxing summer break. As my one of the first things on the agenda, I thought it would be a good time to continue our M&A blog. We have had several interesting projects after our last posting, so these blogs have been slightly on hold and, as some of you might have heard, we, for example, represented management and investors in the acquisition of Suomivalimo from Componenta, as well as represented Patria Plc in the acquisition of a stake in Silverskin (Press release can be read from here). Also in the IT sector things are moving forward, and in addition to transactional work we are currently involved in a facility management outsourcing project for a banking sector client and another outsourcing for one of the leading Finnish companies in its field is also in the process—so a magnificent autumn is ahead of us!

Anyways, new M&A Blog is coming next week and this time we talk about disclosure letters. These documents and disclosure strategies are very critical in many respects. We start by focusing on basics and the relationship between disclosures and warranties. As we discussed in part 5 of the blog series in connection with the disclosure material, if an issue is described in the disclosure materials, then the purchaser cannot claim that there be a breach of warranty unless the parties have agreed on specific indemnity to cover a known risk. Then we go deeper into the exact interplay between different provisions, different disclosure types and discuss questions what, how and when to disclose as the seller.

Another matter is that as the European Commission has recently asked organizations to submit comments to the Commission consultation on an effective insolvency framework within the EU (“Consultation”) and as the issue is also discussed in the forthcoming AIPPI conference to be held in Milan in September, we wrote a few words on the security interests over patents under Finnish law and some modest proposals for improvement.For all of you who are interested in this topic, please read Kluwer Patent Law Blog from here!

We will continue from here next time and, in the meantime, let’s enjoy the last summer days of our beautiful country!