Legal News

KEY TAKEAWAYS German merger control will see some major changes in 2021. Today, the German parliament adopted the draft 10th Amendment to the German Act Against Restraints of Competition (ARC). The new amendment to the ARC will come into force within the next few weeks and bring some significant changes:......By: Morrison & Foerster LLP

The Situation: Use by outside directors of non-company email accounts or other non-secure platforms to conduct board business risks waiver of the board's privilege. Even if the privilege is maintained, use of such an account or platform invites a challenge to the privilege. The Result: In a recent decision, the Delaware Court of Chancery held that the attorney-client privilege did not apply to a company's communications with its fiduciaries, when those individuals were employees of another...By...

On January 12, 2021, the Government of Ontario (Government) declared a second state of emergency since the onset of the COVID-19 pandemic (Pandemic). The emergency was declared pursuant to section 7.0.1 of the Emergency Management and Civil Protection Act....By: Dentons

Visa is “abandoning its $5.3 billion planned acquisition of Plaid Inc.,” a fintech startup that the DOJ had called an upstart “but important competitive threat to Visa” in its antitrust lawsuit challenging the deal....By: Robins Kaplan LLP

In 2017, a high school cheerleader learned she had not made the varsity team and turned to Snapchat. She posted a picture of herself and a friend, middle fingers up, with the text “f— school f— softball f— cheer f— everything.” She was subsequently suspended from the Junior Varsity cheer team....By: Franczek P.C.

The German M&A/PE market was off to a good start in 2020, but then the COVID-19 pandemic hit, unsettling the market and leaving many market participants to wonder whether we were going to face a situation comparable to the financial crisis in 2007, when there was a shutdown in the capital markets and M&A dropped precipitously....By: Latham & Watkins LLP

The United States Supreme Court has again granted a petition to examine standing in the context of class actions, specifically whether Article III of the Constitution permits members of a certified class to recover money damages when members of the certified class suffered no actual injury. This issue was presented to the Supreme Court after the Ninth Circuit issued an opinion and order in Ramirez v. TransUnion LLC, 951 F.3d 1008 (9th Cir. 2020), finding absent class members in a class action......

In Crashfund LLC v. FaZe Clan, investors in Wanderset Inc. sued successor e-gaming company, FaZe Clan. Wanderset investors claimed that their agreements with Wanderset granted them conditional rights to obtain stock proportionate to their investment upon a “change of control.” The investors also claimed that FaZe Clan refused to issue stock to them after a…...By: Nutter McClennen & Fish LLP

2020 was the year of the special purpose acquisition company (“SPAC”), with over $ 70 billion raised in deal value, a five-fold increase over 2019. SPACs are a large, growing and ebullient market. A SPAC is a shell company with no operations that raises capital in an initial public offering (“IPO”) for the purpose of merging with and taking public an unspecified existing company. SPACs can be a faster and more efficient method of going public, compared to the conventional direct or underwrit...

Selling your company for a huge profit sounds enticing. What could be wrong with getting a huge up-front payment at capital gain rates in lieu of years of future sweat for an uncertain return and ordinary income treatment? That is certainly true, but there are some potholes in the road to be aware of before embarking on this journey. This article gives a realistic view of the ups and downs of this process in a typical sale....By: Greenberg Glusker LLP