Legal News

On January 13, 2020, in an opinion authored by Chief Justice Collins J. Seitz, Jr., the Supreme Court of Delaware affirmed the dismissal by Vice Chancellor Sam Glasscock III of the Delaware Court of Chancery of a stockholder derivative suit for lack...By: Shearman & Sterling LLP

Private equity funds have supplied much of the capital injected into the oil and gas exploration and production sector over the last decade. These investors will typically seek to identify, acquire, operate, enhance, and ultimately exit from an...By: Shearman & Sterling LLP

The U.S. Department of the Treasury issued final regulations late yesterday that significantly expand the authorities of the Committee on Foreign Investment in the United States (CFIUS) to conduct national security reviews of foreign investments in...By: Shearman & Sterling LLP

On Friday, the Federal Trade Commission (“FTC”) and the Antitrust Division of the U.S. Department of Justice (“DOJ”) released joint draft Vertical Merger Guidelines (“Guidelines”) for public comment. This much anticipated revision to the Guidelines,...By: Shearman & Sterling LLP

On December 30, 2019, Vice Chancellor Joseph R. Slights III of the Delaware Court of Chancery dismissed breach of fiduciary duty claims brought by former stockholders of Essendant Inc. after it was acquired in a tender offer and cash-out merger by a...By: Shearman & Sterling LLP

Looking ahead, we preview cases currently pending before the Supreme Court—which have already been accepted for review by the Court—that may be of particular interest to readers of the Need-to-Know Litigation Weekly. These cases pertain to various...By: Shearman & Sterling LLP

On December 18, 2019, Chancellor Andre G. Bouchard of the Delaware Court of Chancery ruled that defendant Boston Scientific Corporation was not entitled to terminate its merger agreement with plaintiff Channel Medsystems, Inc. Channel Medsystems,...By: Shearman & Sterling LLP

On December 16, 2019, the IRS issued proposed regulations under Section 162(m) of the Internal Revenue Code (the “Proposed Regulations”). The Proposed Regulations respond to comments made on Notice 2018-68 (the “Notice”), which provided initial...By: Shearman & Sterling LLP

On December 4, 2019, Judge Ellen L. Hollander of the United States District Court for the District of Maryland dismissed with prejudice a stockholder class action suit against Gramercy Property Trust (“Gramercy” or the “Company”), a real estate...By: Shearman & Sterling LLP

On November 22, 2019, the United States Court of Appeals for the First Circuit held that two separate private equity funds managed by the same general partner/management firm were not liable for the pension fund withdrawal liability of their bankrupt...By: Shearman & Sterling LLP