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TOUSA fraudulent transfer decision reversed by district court

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • February 22 2011

Reversing a controversial decision and judgment of the bankruptcy court, the United States District Court for the Southern District of Florida has held that a group of lenders who received payment in settlement of their defaulted debt from the proceeds of new loans secured by the assets of certain subsidiaries of TOUSA, Inc. which were not themselves liable on that debt, did not receive fraudulent transfers

Indemnification extended to officer's post-employment actions

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • January 13 2012

The Delaware Chancery Court granted indemnification to an officer who defended claims against him arising from representations he allegedly made before a merger, and for related conduct that occurred after that merger

Update on the thematic review of controls over inside information

  • Katten Muchin Rosenman LLP
  • -
  • United Kingdom
  • -
  • June 6 2008

On June 5, the UK Financial Services Authority (FSA) published Market Watch 27 as an update of the FSA’s thematic review of controls over inside information related to public takeovers

Remand appropriate because fraud claim did not necessarily raise federal issue

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • July 10 2009

The plaintiff filed a complaint in California state court alleging four state law causes of action, including claims for fraud, in connection with a "hostile takeover" of the plaintiff

Misrepresentations regarding financing of buy-out of LLC interest not a 10B-5 violation

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • September 30 2011

The U.S. Court of Appeals for the Eleventh Circuit affirmed summary judgment dismissing claims for, inter alia, alleged violations of federal securities laws and conspiracy to defraud brought by a member of a limited liability company (LLC) and its owners against the defendant who had financed the buy-out of the member’s one-half interest in the LLC at issue

No control person liability pursuant to terms of merger agreement

  • Katten Muchin Rosenman LLP
  • -
  • USA
  • -
  • January 11 2008

The U.S. Court of Appeals for the Fourth Circuit, in an “unpublished” decision (which is not binding precedent under the Court’s rules), affirmed the dismissal of state law securities and fraud claims brought by Sherwood Brands, Inc. against a candy cane manufacturer’s (Asher) Chairman and his sister, who was Asher’s majority shareholder, over a failed merger and acquisition deal