Legal News

In a striking blow, stripping a city of a judgment of nearly $1 million, the Massachusetts Appeals Court recently reversed a superior court summary judgment awarding fines to the City of Haverhill for a developer’s violations of zoning laws....By: Pierce Atwood LLP

By a 5-4 margin, the Supreme Court has ordered the restructuring of the Consumer Financial Protection Bureau, “ruling the agency’s structure was unconstitutional because its director held too much unchecked power.” The fix, according to the Court, is allowing the President to remove the CFPB’s director “for any reason,” which it deemed sufficient to reject arguments to “strike down the bureau altogether”....By: Robins Kaplan LLP

Technology dealmaking has continued apace in 2020 as M&A investors take advantage of the sector’s resilience to transact - The technology sector has been one of the least impacted by the COVID-19 pandemic, and deal activity across the industry has carried on despite lockdown restrictions....By: White & Case LLP

Leveraged loan agreements form key aspects of capital structures, balancing lender protection against allowing the borrower to run its business according to its business plan. In recent times, the length of such loan agreements has increased substantially, and White & Case investigates the reasons behind this. The statistics - To provide some context, consider the following. The current LMA-form senior multicurrency term and revolving facilities agreement for leveraged acquisition finance......

The COVID-19 pandemic has caused a valuation gap between buyers and sellers in certain industries. As a result, we expect parties to increasingly turn to earnouts, a form of contingent purchase price consideration, to help close transactions. Buyers, sellers and M&A practitioners must carefully consider the complexity of earnout terms to create the optimal structure, align the parties’ incentives and avoid future disputes. Below are a few key considerations to keep in mind when drafting and......

Recently Victoria’s Secret captured headlines that had nothing to do with the retailer’s famous fashion show. Victoria Secret’s parent company, L Brands, and private equity firm Sycamore Partners (“Sycamore”) exchanged lawsuits after Sycamore sought to walk away from its pending acquisition of the lingerie company. Sycamore claimed that Victoria’s Secret had experienced a “material adverse effect” as a result of the coronavirus pandemic, allowing the private equity firm to terminate the...

When crafting a liquidation or “pass-through” agreement for a subcontractor claim against the government, the key provision from the prime contractor’s perspective is a release from any liability for the subcontractor’s claim with the exception of amounts recovered from the government related to that claim. If the release language is too broad, however, the agreement may provide the government a legal defense to the pass-through claim known as the Severin doctrine. The Severin doctrine prohi...

The megadeals of 2019 may be off the table for now, but deal activity across healthcare and pharmaceuticals has proven resilient through the COVID-19 crisis - Although pharma, medical and biotech (PMB) M&A deal value for Q1 2020 came in at US$39.3 billion, 78% below the year before, this was primarily due to the outsized US$87.8 billion deal between Bristol-Myers Squibb and Celgene in early 2019....By: White & Case LLP

On Sunday June 21, 2020, the Mexican Banking and Securities Commission ("CNBV") ?in charge of the anti-money laundering and counter-financing of terrorism ("AML/CFT") supervision of the banking sector in Mexico? communicated temporary simplification guidelines on certain know-your-customer ("KYC") measures. Said guidelines are, in turn, part of draft regulation in process of enactment. Simplification of KYC measures - On June 21, 2020, the CNBV enacted extraordinary KYC simplification...By: W...

As businesses begin to reopen following the COVID-19 shut down of 2020, it is clear that the "business as usual" model will no longer work. Rather, companies have had to make changes not only in their policies and practices, but also in the construction and layout of their physical premises (whether it be a restaurant, store, doctor's office, hotel, etc.) in order to maintain social distancing standards and to reduce the potential for infection....By: Akerman LLP