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COVER STORY

Bend without breaking: operational resilience in 2025

In a world of disruption, operational resilience is the weapon of choice for responding quickly and effectively to evolving risks.

FEATURES

New signs of life: healthcare and life sciences M&A

As one of the most active sectors for M&A, healthcare and life sciences companies need to consider a variety of issues, including strategic drivers, where opportunities and risks lie, regulatory trends, and the practical aspects of getting deals done.

ABF and the evolution of private credit

Asset-backed finance has become a critical feature of the financing space. It is a powerful tool through which borrowers can access funds they might not otherwise be able to reach.

Back in business: the evolving AT1 market

Despite concerns about Additional Tier 1 capital instruments following Credit Suisse’s write-off, investor interest has remained strong, with oversubscribed issuances and favourable pricing conditions.

Quality at the top: preparing boards for the future

In a world of geopolitical conflict, division, and social and economic uncertainty, boards need to adapt governance practices to anticipate and confront the challenges that lie ahead, and steer their organisations with clarity.

Technology-driven governance, risk and compliance

To help refine and improve their GRC processes, organisations are embracing technology. Advanced software solutions, including automation and data analytics, allow companies to identify and mitigate risk more efficiently and effectively than before.

WORLDWATCH

Private equity

The private equity (PE) industry is undergoing a transformative shift, driven by key trends such as integrating ESG considerations into investment strategies and portfolio company operations, as well as using artificial intelligence and big data analytics to identify opportunities, assess risks and optimise performance. FW moderates a discussion between Christy Howard at Accuracy, Romain Dambre at A&O Shearman, Simon Felton at Appleby (Jersey) LLP, Miranda So at Davis Polk & Wardwell, and Mark Harris at KPMG Cayman Islands.

SPECIAL REPORT

Corporate fraud & corruption

Q&A: Data analytics for fraud detection and prevention

The evolving fraud landscape necessitates a proactive and comprehensive approach to risk management, integrating advanced technological defences to stay ahead of these sophisticated threats. FW discusses data analytics for fraud detection and prevention with Roxanne Wang, Mason Pan and Jared Crafton at BDO USA, P.C.

Policy predictions for the incoming US Justice Department – what next?

Venable LLP Several indicators, including the Trump Republican Platform or Agenda 47, signal significant structural and leadership changes may be in store for both the Justice Department and the FBI, its lead criminal investigative agency.

Impact of the second Trump administration on the US regulatory and compliance landscape

Bryn Law Group By prioritising deregulation as a cornerstone of its economic policy, the administration will likely reshape rules and compliance requirements across a multitude of industries, including energy, environment, healthcare and finance.

Litigation versus the Treasury in a post ‘Chevron deference’ doctrine world

Winston & Strawn LLP The erosion of the Chevron deference is more essential than ever to address the draconian implications sanctions and AML/CFT regulations can have on US citizens generally and on the financial sector, specifically.

Seismic changes to UK corporate criminal liability for companies around the world

McDermott Will & Emery UK LLP By preparing proactively for the impact of ECCTA, companies can better insulate themselves against the potential uncertainties to come, and can even secure a competitive advantage by using strong compliance as a differentiator.

Protecting the double corporate victim of fraud

WilmerHale Falling victim to corporate fraud is a terrible experience and could possibly lead to a corporate insolvency event. But to then be subject to a regulatory or, worse still, corporate criminal investigation can leave a company feeling like it has twice been the victim of fraud.

Q&A: Whistleblower protections and reporting mechanisms

Advances in technology have facilitated the creation of user-friendlier, more secure and anonymous reporting platforms. FW discusses whistleblower protections and reporting mechanisms with Pavel Petrov at Novartis.

TALKINGpoint

Merger control and national security: key considerations for corporate transactions

The regulatory position for cross-border deals can be complex and working through the potential implications and process for clearance can be involved. FW discusses key merger control and national security considerations for corporate transactions with Lisa Navarro, Stuart Bedford, Gerrit Rixen, Helen Roxburgh and Annalie Grogan at KPMG.

Strategic M&A in wealth management: trends and best practices

M&A activity in the wealth management sector is expected to remain robust in the months ahead, driven by several key trends. FW discusses strategic M&A in wealth management with Simon Ward, Anthony Turner, Charlie Court, Emily Jamieson and Jessica Reed at Farrer & Co.

Outlook for life settlement funds in 2025

Economic uncertainty can lead to increased market volatility, making life settlements more attractive as they are generally uncorrelated with traditional financial markets. FW discusses the outlook for life settlement funds in 2025 with Corwin Zass and Brian Forman at Actuarial Risk Management.

DEALfront

mergers & acquisitions

Omnicom in $13bn deal for Interpublic

In a move that will create the world’s largest advertising agency, US media agency network Omnicom is to acquire its rival Interpublic Group in a stock for stock transaction valued at $13bn.

Aviva to acquire Direct Line for $4.6bn

UK insurer Aviva has reached a preliminary agreement with Direct Line which would see it acquire its smaller rival in a sweetened cash and stock deal worth around $4.6bn.

private equity & venture capital

BlackRock strikes $12bn HPS acquisition

In a deal that sees it target private credit growth, US multinational investment company BlackRock is to purchase fellow US global investment firm HPS Investment Partners for approximately $12bn.

ESR taken private for $7.11bn

Real estate giant ESR Group is to be acquired and taken private in a deal which values the company at $7.11bn on an equity value basis, making it the largest privatisation from the Hong Kong Stock Exchange since 2021.

bankruptcy & corporate restructuring

Hearthside Food enters bankruptcy

H-Food Holdings LLC, the parent company of Hearthside Food Solutions, has filed for Chapter 11 bankruptcy protection in the US Bankruptcy Court for the Southern District of Texas.

Northvolt files for Chapter 11

In a major setback to Europe’s electrification ambitions, Swedish battery cell maker for electric vehicles Northvolt, along with a number of its subsidiaries, has voluntarily filed for Chapter 11 reorganisation in the US.

SPOTlight

Safeguarding innovation: prevention and enforcement of IP misappropriation by former employees

Spruson and Ferguson Lawyers A series of high-profile disputes in the Federal Court of Australia highlights the risks posed by employee mobility and underscores the importance of proactive measures to safeguard business rights.

Prepping for shareholder meeting season: key steps companies should take before launching their shareholder meeting

Alliance Advisors Shareholder meetings are no longer a routine, three-month event. Companies need to prepare well in advance with their proxy solicitor to ensure proper shareholder engagement and shareowner analysis campaigns have been conducted.

Diversifying the Philippines’ energy mix and democratising consumer choice

Cruz Marcelo & Tenefrancia In 2024, the government implemented several programmes to diversify the country’s energy mix and promote consumer choice in the electricity market.

Click here to view our latest ExpertBriefing articles

CONTRIBUTORS

A&O Shearman

Accuracy

Actuarial Risk Management

Alliance Advisors

Appleby (Jersey) LLP

BDO USA, P.C.

Bryn Law Group

Cruz Marcelo & Tenefrancia

Davis Polk & Wardwell

Farrer & Co.

KPMG

KPMG Cayman Islands

McDermott Will & Emery UK LLP

Novartis

Spruson and Ferguson Lawyers

Venable LLP

WilmerHale

Winston & Strawn LLP