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Disclosures in corporate transactions: A comparison of the UKSingapore and US approaches
  • Dentons Rodyk
  • Singapore, United Kingdom, USA
  • February 20 2017

Introduction In negotiating the terms of a sale and purchase agreement, whether for a transfer of shares or business assets of a company, a purchaser


Delaware Law Updates - Pleading Breach of the Implied Covenant of Good Faith and Fair Dealing in the Publicly Traded Master Limited Partnership Context
  • McCarter & English LLP
  • USA
  • February 17 2017

In Dieckman v. Regency GP LP, --- A.3d ---, 2017 WL 243361 (Del. Jan. 20, 2017), the Delaware Supreme Court reversed the Court of Chancery and held


LevFin Quarterly Q4 2016
  • Weil Gotshal & Manges LLP
  • USA
  • February 17 2017

Welcome to the latest edition of LevFin Quarterly. In this issue, we look at the implications of President Trump's tax reform plan and the House


2017 Update for Investment Advisers
  • Sidley Austin LLP
  • USA
  • February 17 2017

Investment advisers registered with the Securities and Exchange Commission (SEC) have certain annual requirements under the Investment Advisers Act


In Gordon v. Verizon, New York Appellate Division Shows Greater Receptivity to Non-Monetary Settlements than Delaware Courts Have Shown Since Trulia
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • February 16 2017

In Gordon v. Verizon Communications (Feb. 2, 2017), the New York Appellate Division (First Department) reversed the New York Supreme Court's rejection


Does the MAC Have Your Back? The Use of Material Adverse Change Clauses in Canadian Loan Agreements
  • McMillan LLP
  • Canada, United Kingdom, USA
  • February 15 2017

Material adverse change (“MAC”) clauses are routinely inserted into loan agreements by lenders. However, the practical effects of enforcing a MAC


Structuring Private Equity Deals in 2017: Considerations for Buyers While They Wait for the Sun Capital Appeals to Play Out
  • McDermott Will & Emery
  • USA
  • February 15 2017

Sun Capital Partners III, LP v. New England Teamsters and Trucking Industry Pension Fund has been analyzed extensively over the past four years, as


Fried Frank M&APE Quarterly - Winter 2017
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • February 14 2017

As has been widely discussed over the past two years, the Delaware courts have moved


Avoiding Disputes Over How to Resolve Disputes
  • Holland & Knight LLP
  • USA
  • February 14 2017

In Chicago Bridge & Iron Company N.V. V. Westinghouse Electric Company LLC and WSW Acquisition Co., LLC, the Delaware Chancery Court was


Federal Securities Lawsuit Filings Surge to Record Levels in 2016
  • Greenberg Traurig LLP
  • USA
  • February 13 2017

Cornerstone Research recently released its 2016 year in review report on securities class action filings. According to the report, in 2016, the