We use cookies to customise content for your subscription and for analytics.
If you continue to browse Lexology, we will assume that you are happy to receive all our cookies. For further information please read our Cookie Policy.

Search results

Order by: most recent most popular relevance



Results: 1-10 of 106

Financial advisory update
  • McDermott Will & Emery
  • USA
  • December 11 2013

Novel theories by plaintiffs’ lawyers need to foster novel approaches by M&A lawyers. A number of recent cases highlight the increasing risks for


Crying Revlon: Delaware courts dismiss claims in Morton’s Restaurant Group acquisition
  • McDermott Will & Emery
  • USA
  • February 26 2014

In In Re Morton's Restaurant Group, Inc. Shareholders Litigation, Chancellor Strine dismissed all claims in an action arising out of the acquisition


Caveat emptor: successor liability for FLSA claims
  • McDermott Will & Emery
  • USA
  • July 24 2013

One of the primary advantages to acquiring businesses through asset sales as opposed to stock sales is the buyer's ability to avoid successor


Private equity firms achieve only partial dismissal of “buying club” antitrust lawsuit
  • McDermott Will & Emery
  • USA
  • April 12 2013

The U.S. District Court for the District of Massachusetts recently limited the scope of a proposed shareholder class action against a number of


Buyer beware: prohibitions against rescission in case of seller misrepresentation enforced
  • McDermott Will & Emery
  • USA
  • July 18 2007

A current trend in the M&A market highlights the increasing leverage of private equity firms selling portfolio companies


Illinois Circuit Court reinforces on financial advisors’ liability under fairness opinions
  • McDermott Will & Emery
  • USA
  • February 28 2009

Three recent decisions, taken together, offer valuable guidance to financial advisors for avoiding liability when issuing financial opinions


Equity investors: be foreWARNed
  • McDermott Will & Emery
  • USA
  • April 8 2014

The Worker Adjustment Retraining and Notification Act (WARN Act) requires certain employers to give employees 60 days' notice of plant closings and


Lessons from Caremark
  • McDermott Will & Emery
  • USA
  • July 18 2007

In a recent decision relating to the proposed merger of Caremark RX, Inc. and CVS Corporation, the Delaware Court of Chancery emphasized that certain aspects of the proposed merger structure gave rise to additional disclosure requirements and additional shareholder rights (Louisiana Mun. Police Employees’ Retirement Sys. v. Crawford


Illinois circuit court reinforces Seventh Circuit’s limitation on financial advisors’ liability under fairness opinions
  • McDermott Will & Emery
  • USA
  • January 28 2009

Three recent decisions, taken together, offer valuable guidance to financial advisors for avoiding liability when issuing financial opinions


Drafting material adverse change clauses in light of Delaware case law
  • McDermott Will & Emery
  • USA
  • December 31 2007

Merger and acquisition contracts typically feature a material adverse change or material adverse affect (together, MAC) clause, which gives the buyer the right to pull out of the deal or renegotiate the terms in the event of an unforeseen material adverse business or economic change affecting the target company or its assets between the execution of the definitive acquisition agreement and the closing of the transaction