Legal News

In September 2020, the FTC announced that it would be proposing a series of changes to the Hart-Scott-Rodino Premerger Notification regulatory regime with the anticipated publication of both a Notice of Proposed Rulemaking (“NPRM”) and Advanced Notice of Proposed Rulemaking (“ANPRM”). Both were published in the Federal Register on December 1, 2020, triggering a 60-day comment period, which is set to expire on February 1, 2021....By: Saul Ewing Arnstein & Lehr LLP

Overview - This report looks at how Joe Biden’s election will impact U.S. and global transactions, and whether the recent strong recovery in M&A markets will now accelerate. Efforts to control Covid-19 may yet be the biggest swing factor. Please see full Publication below for more information....By: Allen & Overy LLP

There are few things more fundamental to the sell-side private equity deal practice than, to the maximum extent possible, (1) establishing a contractual cap on post-closing liability for breaches of reps and warranties made by the target company or the selling stockholders and (2) contractually exonerating/releasing the selling entity’s human agents and nonparty affiliates from any exposure to tort liability arising from or related to the transactions that are the subject of the private company...

In its recent decision in R (on the application of Friends of the Earth Ltd and others) v Heathrow Airport Ltd, the Supreme Court reversed the Court of Appeal's decision that the planned expansion of Heathrow Airport was unlawful on climate change grounds, and determined that the UK Government had taken proper account of the UK's climate change commitments. Background - In June 2018, the UK Government supported Heathrow Airport Ltd's ("Heathrow Airport") longstanding plans to develop a third...

Despite unprecedented disruptions to the court system from the COVID-19 pandemic, plaintiffs continued to bring securities class actions at elevated levels in 2020 — a sign that filings will remain high in the year ahead. Based on data from Cornerstone Research through September 30, 2020, plaintiffs were on pace to file approximately 375 federal and state securities class actions through the end of the year. Although lower than the more than 400 actions filed in each of the previous three years...

In the recent case of Granite Construction Co., ASBCA 62281, the Armed Services Board of Contract Appeals granted partial summary judgment to a contractor that sought delay damages under FAR 52.242-14, Suspension of Work—overcoming the Government's argument that the delays were contemplated under a separate clause for adverse weather delays....By: Davis Wright Tremaine LLP

The Delaware Court of Chancery’s docket exploded with expedited “broken” deal litigation in 2020, driven by the impact of COVID-19. Beyond pandemic-related merger litigation, stockholder plaintiffs remained focused on claims involving controlling stockholders and increased focus on claims against officers for breaches of the duty of care. There were also significant developments in connection with stockholder statutory books-and-records requests....By: Skadden, Arps, Slate, Meagher & Flom LLP

The covid-19 pandemic has dramatically altered all aspects of life. The acquisition and leverage finance industry has been no exception. M&A activity has slowed down, and hence the leverage financing activity as well. Having said that, there are clearly some defensive industries that have shown resilience to the present crisis (pharma, bio sanitary, food and TMT, for instance). Uncertainty is affecting the capacity of market participants to agree on valuations, creating gaps between the...By: ...

In our previous client alert, we reported that certain key changes were introduced to the United Arab Emirates (UAE) Commercial Companies Law No. 2 of 2015 (Companies Law). The text of the Federal-Decree Law No. 26 of 2020 amending certain provisions of the Companies Law (the Federal Decree) has now been published in the Official Gazette on 27 September 2020....By: K&L Gates LLP

On 24 December 2020, the European Union and the UK Government reached an agreement on the terms of their future cooperation, known as the EU-UK Trade and Cooperation Agreement. The Trade and Cooperation Agreement is a single package comprising......By: Cooley LLP