Gómez-Acebo & Pombo advises on the Atrys takeover bid, deal of the month for TTR

Inasmuch as functioning as meta-clauses, non-binding and entire agreement clauses are paradoxical in a number of ways.

The newsletter covers the main developments in Pharma & Healthcare legislation and case law.

Summary of legislative and jurisprudential developments relating to the automotive sector.

Debt from liability in tort for third-party damage or loss arises directly against the directors, without prejudice to the fact that, pursuant to Article 38 CC, it also arises simultaneously against the company, to which the non-contractual acts or omissions of its directors are also attributed. This is so true that the liable company (in debt, for example, with the tax authorities as the person liable for the surcharge and the tax penalty owed) may bring an action for contribution against its directors after settling the debt.

The newsletter covers the main developments in Pharma & Healthcare legislation and case law.

Royal Decree 415/2026 establishes a unified framework for the assessment of health technologies in Spain, distinguishing between the technical assessment and the administrative decision regarding funding, pricing or inclusion in the service catalogue, and incorporating the requirements of Regulation (EU) 2021/2282. The aspect that raises the most legal questions in this new piece of legislation is the connection between the assessment regulated by the Royal Decree and the procedures for funding, pricing, and inclusion in the service catalogue.

This paper critically analyses the Supreme Court ruling of 5May 2026, which applies the prohibition on financial assistance to a case involving the sale of treasury shares with deferred payment to the shareholders of the assisting company.

The Judgment of the Court of Justice of the European Union (Fifth Chamber) of 13 May 2026 (Korfin and Sempiola v Slovnaft, Case C-225/25) clarifies the concept of a takeover bid for the purposes of Article 2 of the 2004 Takeover Bids Directive, such that an offer made to the holders of securities of a company with a view to acquiring all or some of those securities does not fall within the concept of a takeover bid where it is made by an offeror who already controls the offeree company. Consequently, based on that court’s interpretation of the Directive’s provisions, there is no right of squeeze-out in such voluntary takeover bids.

Summary of legislative and jurisprudential developments relating to the automotive sector.