Real estate · Industry brief

While M&A deal value in the third quarter dropped compared to the prior two quarters, overall deal value in 2026 remains on track to be one of its strongest years ever. The "democratization of M&A" resulting from the AI economy is expected to lead to more deals, though not all will be of the scale to interest Big Law lawyers, according to Antony Walsh, international head of corporate for Eversheds.

Germany's foreign direct investment (FDI) screening regime is consolidating under a new Investment Screening Act (IPG) to be implemented by January 2028, implementing the EU FDI Screening Regulation (EU) 2026/1386. Key changes include revised thresholds (10% for military/IT security and critical infrastructure; 25% for other security sectors), shortened Phase 1 review timelines from two months to 45 calendar days, mandatory publication of prohibition decisions by the Federal Ministry of Economic Affairs and Energy, and codification of intra-group restructuring exemptions now covering defence sector transactions. The reform expands mandatory filing requirements to include dual-use goods under the EU Dual-Use Regulation and broadens enforcement with fines up to EUR 100,000 for procedural failures. The legislative process continues through inter-ministerial consultation with entry into force expected in 2027.

SEC issued new interpretive guidance on October 15, 2026, expanding flexibility for Form S-8 registration of equity awards in M&A transactions and IPO contexts. The guidance permits acquirers to register assumed compensatory awards (stock options, restricted stock, RSUs) held by both current and former target employees on Form S-8, and allows private-company acquirers to rely on Rule 701 for assumed awards held by former target service providers. Additionally, issuers may now register pre-IPO compensatory awards on Form S-8 post-IPO, register RSUs by vesting date rather than grant date, carry forward registration fees from forfeited RSUs to future registrations, and calculate 401(k) plan registration fees on an aggregate-dollar-amount basis. The guidance addresses longstanding registration issues for public and private acquirers integrating equity compensation in acquisitions. Source: National Law Review, Division of Corporation Finance, U.S. Securities and Exchange Commission.