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Fried Frank M&APE Quarterly April 2018
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • April 18 2018

In March 2018, the Court of Chancery issued several decisions that highlighted that a minority stockholder that is viewed by the court as having a


Usury BitesA Refresher on an Easily Overlooked Issue in the Restructuring and Private Equity Arenas
  • Weil Gotshal & Manges LLP
  • USA
  • April 18 2018

For millennia usury (defined as any interest on a loan, not just interest above some prescribed rate) was condemned as immoral in almost every culture


Is “Per Debtor” Better? Cases Analyzing Cramdown and Substantive Consolidation Reflect Ongoing Debate About Creditor Protections in Multi-Debtor Bankruptcies
  • Caplin & Drysdale, Chartered
  • USA
  • April 18 2018

Recent case law demonstrates that there is a current judicial disagreement over whether the Bankruptcy Code will permit a cramdown in a


Purell and Simple: The “Unclean Hands” Doctrine as a Bar to Equitable Relief
  • Shearman & Sterling LLP
  • USA
  • April 17 2018

Following a well-developed line of precedent, the Delaware Court of Chancery recently declined to grant equitable relief to a party seeking an


Delaware Chancery Court Finds Elon Musk May Be Controlling Stockholder of Tesla Motors
  • Cadwalader Wickersham & Taft LLP
  • USA
  • April 16 2018

On March 28, 2018, in In re Tesla Motors, Inc. Stockholder Litigation, the Delaware Court of Chancery denied a motion to dismiss a lawsuit brought by


Vanda Pharmaceuticals Inc. V West-Ward Pharmaceuticals International Limited
  • Knobbe Martens
  • USA
  • April 16 2018

When another patent for a drug issues after an ANDA is filed, there can still be jurisdiction for an infringement lawsuit and a finding of infringement of that patent even when the ANDA is not amended until after the lawsuit is filed


Shareholder Litigation in the Wake of the MeToo Movement
  • Morgan Lewis & Bockius LLP
  • USA
  • April 12 2018

Companies are facing a growing number of derivative and securities class actions in the wake of the MeToo movement. Having strong protocols to


Recent Case Interpreting Voting Agreement Highlights Delaware Law Traps
  • K&L Gates
  • USA
  • April 12 2018

A recent order by the Delaware Court of Chancery that interprets standard venture capital financing documents invalidated action taken by the holders


Corporate Law & Governance Update - April 2018
  • McDermott Will & Emery
  • USA
  • April 11 2018

Several new developments highlight the special oversight obligations of directors in connection with health system investment in new technology


When a Minority Stockholder Has Truly “Outsized Influence,” Its Self-Interested Transaction May Be Subject to Entire Fairness Notwithstanding a Special Committee Process-- And Other Points from Controller Decisions Issued in 1Q 2018--Rouse, Tesla, Oracle, NEA
  • Fried Frank Harris Shriver & Jacobson LLP
  • USA
  • April 11 2018

When a controller is self-interested in a transactionthat is, the transaction is between the company and the controller or is between the company and