Legal News

On July 9 and October 12, 2020, the Delaware Supreme Court added two more opinions to its growing suite of recent appraisal decisions underscoring the prominence of market-based factors in determining fair value. In Fir Tree Value Master Fund, LP v. Jarden Corp., the Delaware Supreme Court affirmed Vice Chancellor Slights’ finding that Jarden’s unaffected stock market price was the most reliable indicator of fair value under the facts presented there....By: Cadwalader, Wickersham & Taft LLP

Intel Corp. has reached a nearly $9 billion deal to sell its NAND flash memory unit to South Korea’s SKY Hynix, a “move that reorient[s] the semiconductor giant away from an area of historical importance that has become increasingly challenged”....By: Robins Kaplan LLP

Judicial Panel on Multidistrict Litigation Centralizes Some COVID‐19 Related Insurance Cases As reported in our September update, the Judicial Panel on Multidistrict Litigation at its July 2020 hearing session requested further briefing to assess whether insurer‐specific MDLs should be created. On October 2, 2020, the Panel determined that it was appropriate to centralize 34 business interruption actions against Society Insurance Company, a regional insurer operating in six Midwestern state...

The EU has published a call for contributions to gather ideas and proposals on how EU competition rules (State aid, antitrust, and merger control) and sustainability policies can best work together. The aim is to gather the widest set of views possible to determine how the competition rules should be amended (if need be) to help facilitate the transition to a green economy. The deadline for contributions is 20 November 2020. The contributions will feed into a conference taking place in early......

ConocoPhillips is doubling down on its commitment to the Midland basin by buying Concho Resources Inc. in “an all-stock transaction valued at $9.7 billion,” even “as the American shale-drilling industry is facing a downturn after a historic crash in oil prices amid the Covid-19 pandemic”....By: Robins Kaplan LLP

The Small Business Administration (SBA) today issued a significant final rule addressing numerous issues of interest to Federal contractors. With one exception, the rule will take effect on November 16, 2020. We anticipate addressing the more important changes in greater detail in the coming days, but the following is a non-exhaustive list of what we consider the highlights of the 54-page rule:......By: Morrison & Foerster LLP - Government

The ability to raise capital is one of the most critical challenges facing small businesses in the U.S. today. Capital can allow for exponential growth of a well-run startup with a good idea, but the lack of capital is the death knell for many others. While many small companies initially rely on friends and family for funding, there has perennially been a gap between raising money from those in your immediate circle and working with investment bankers who are registered broker-dealers for larger...

On October 12, 2020, in Travelport Ltd & Ors v WEX Inc [2020] EWHC 2670, Justice Cockerill of the English High Court held that WEX had in large part correctly interpreted the terms of the material adverse effect (MAE) clause that it invoked to pull out of a $1.7 billion acquisition. The ruling demonstrated that.......By: Skadden, Arps, Slate, Meagher & Flom LLP

In an October 12 speech, the Director of Market Oversight for the Financial Conduct Authority (FCA) emphasized the need to adapt insider trading controls to account for changes in working conditions due to COVID-19 restrictions. The Director’s speech started by discussing that global economic conditions have heightened the need for companies to raise capital, and that the UK has seen a significant portion of this activity, with the FCA citing the fact that “the UK saw a greater volume of...By...

At the same time as it issued its notice of proposed rulemaking expanding the definition of “person,” the Federal Trade Commission (“FTC”) issued an advance notice of proposed rulemaking (“ANPRM”) to request information related to seven topics “to help determine the path” for future amendments to the HSR Rules. In explaining the reasons for the ANPRM, the FTC expressed its strong interest in making sure the Rules are “as current and relevant as possible,” and observed that certain of...