On January 13, 2020, the Treasury Department-chaired inter-agency Committee on Foreign Investment in the United States (“CFIUS”) issued final regulations to implement the amendments to its governing statute (section 721 of the Defense Production Act...By: Weil, Gotshal & Manges LLP
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On January 10, 2020, the Department of Justice’s Antitrust Division (“DOJ”) and the Federal Trade Commission (“FTC”) (together, the “Agencies”) released Draft Vertical Merger Guidelines (the “Draft Guidelines”) that are intended to outline the...By: Weil, Gotshal & Manges LLP
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When we use the word “material” as an adjective in ordinary writing, such as in “a material event occurred yesterday,” we typically mean that the noun (“event”) being modified by the adjective (“material”) is one of real significance, importance or...By: Weil, Gotshal & Manges LLP
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Last year’s blockbuster opinion in Akorn, Inc. v. Fresenius Kabi AG—the first Delaware case to find the existence of a Material Adverse Effect (“MAE”)— provided corporate litigators a roadmap for establishing an MAE to avoid closing a merger...By: Weil, Gotshal & Manges LLP
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It is typical in private equity funds for certain tax-sensitive investors, including U.S. tax exempts and non-U.S. investors, such as sovereign wealth funds, to own their indirect interests in certain types of fund investments through an entity...By: Weil, Gotshal & Manges LLP
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Despite the proliferation of R&W insurance as the sole recourse for buyers with respect to sellers’ breach of representations and warranties, an indemnification remedy against sellers (subject to a cap) continues to find its way into many private...By: Weil, Gotshal & Manges LLP
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On October 29, 2019, the Delaware Court of Chancery issued an important decision concerning master limited partnerships (“MLPs”) and other alternative entities in the context of conflict-of-interest transactions. In Dieckman v. Regency GP LP, C.A....By: Weil, Gotshal & Manges LLP
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As the UK’s expected departure from the European Union approaches – currently scheduled for October 31 – the UK Competition and Markets Authority (CMA) has been developing a tougher and more interventionist approach to competition enforcement. Low...By: Weil, Gotshal & Manges LLP
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In a market with soaring multiples, private equity buyers are increasingly on the hunt to mitigate high valuations by acquiring platform companies from which they can pursue add-ons at materially lower multiples and with the potential for synergies....By: Weil, Gotshal & Manges LLP
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In a market with soaring multiples, private equity buyers are increasingly on the hunt to mitigate high valuations by acquiring platform companies from which they can pursue add-ons at materially lower multiples and with the potential for synergies....By: Weil, Gotshal & Manges LLP
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