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Cadwalader, Wickersham & Taft LLP

Delaware Chancery Court Dismisses Claims Subject to Entire Fairness

On May 9, 2025, in Roofers Local 149 Pension Fund v. Fidelity National Financial, Inc. et al., the Delaware Court of Chancery granted a pre-trial motion to dismiss, even though the claims alleged a conflicted controller...more

Paul Hastings LLP

Biotech Spin-Off Transactions

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As we previously discussed (here and here), the biotech mergers and acquisitions market currently faces significant headwinds. These challenges include frozen capital markets, regulatory uncertainty at the Food and Drug...more

WilmerHale

First-Ever Fine for No-Poach Agreement and Anti-Competitive Use of Minority Shareholding in a Competitor

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Labor markets have increasingly drawn the attention of the European Commission (“Commission”) and national competition authorities in the EU. As early as 2021, then-Competition Commissioner Vestager listed “no-poach”...more

McDermott Will & Emery

Family Office Symposium 2025 | Key Takeaways

McDermott’s Family Office Symposium 2025 brought together more than 400 single-family office executives and industry leaders to uncover new opportunities, exchange best practices, and strengthen relationships. Focused on the...more

Conyers

The Importance of Collaborative Legal Strategy: China Medonline Inc.’s Withdrawal of Winding Up Petition and Sale of Material...

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Conyers’ litigation and corporate teams were recently pleased to assist China Medonline Inc. (the “Company“) in relation to the withdrawal of a winding-up petition against the Company in the Cayman Islands Grand Court, and in...more

White & Case LLP

US M&A Market Update Newsletter

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Welcome to the latest edition of White & Case's biannual update regarding key developments in U.S. M&A. Authored by industry leading lawyers in White & Case's Corporate/M&A, Private Equity, Public Company Advisory,...more

Fenwick & West LLP

Nevada Legislature Adopts Significant Amendments to its Corporate Law to Further Entice Corporations to Incorporate or...

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Not to be outdone by Delaware and Texas, the Nevada Senate voted unanimously on May 21, 2025, to adopt Assembly Bill No. 239 (AB 239), which provides for significant amendments to the Nevada Revised Statutes (NRS) governing...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – May 2025

Key Points - - The SEC’s Crypto Task Force acknowledges past hostility toward digital assets and aims to create more sensible regulations. - Tokenized securities face complex regulatory challenges, including compliance...more

Goodwin

Crafting a Competitive LOI in Lower Middle Market M&A

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In the lower middle market — typically deals between $10 million and $100 million — the letter of intent (LOI) serves as a pivotal document that sets the tone for the transaction, shapes the seller’s expectations, and...more

HaystackID

Legal Data Intelligence Celebrates First Anniversary with Expanded Framework and New Use Cases

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The Legal Data Intelligence (LDI) initiative has reached a significant milestone as it marks its first year of operation. Since its May 2024 launch, it has demonstrated remarkable growth and evolution. What began as an...more

Jenner & Block

Jenner & Block Japan Newsletter - April 2025

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Welcome to the April 2025 edition of the Jenner & Block Japan Newsletter, a publication containing updates about legal developments in the United States that may be noteworthy to our clients and other leaders in the Japanese...more

Carey Olsen

Doing business in the Cayman Islands guide (Legal 500)

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The Cayman Islands is a common law jurisdiction, which is based on the English model. It comprises statute law and binding case precedents. English and British Commonwealth case authorities are generally persuasive, but not...more

Baker Donelson

Delaware Revises Corporate Law to Strengthen Deals and Limit Stockholder Rights

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Delaware lawmakers recently enacted Senate Bill 21, a sweeping reform that significantly amends several sections of the Delaware General Corporation Law (DGCL). The law introduces significant revisions aimed at increasing...more

Levenfeld Pearlstein, LLC

Independent Sponsor Update: Key Takeaways from Q1

The year is off to a busy start for us: In addition to deal work and portfolio company matters, our team attended conferences and met with various capital providers, independent sponsors, placement agents, and service...more

KPMG Board Leadership Center (BLC)

Directors Quarterly: April 2025

With the post-election landscape still unfolding, navigating the policy and regulatory shifts underway—and assessing the potential upsides and downsides—requires boards and business leaders to be more agile, engaged, and...more

The Volkov Law Group

Episode 365 -- Four Sanctions Cases Everyone Should Know

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How prepared is your organization to handle the evolving landscape of sanctions compliance? In this episode of Corruption, Crime and Compliance, Michael Volkov dives into critical sanctions compliance cases and their...more

Morris James LLP

Chancery Dismisses Claims That a Merger Involved a Conflicted Controller but Allows Limited Discovery Into Alleged Disclosure...

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Whether a party is a controlling stockholder in a conflicted transaction determines the standard of review. If a stockholder owns more than 50% of the voting shares and therefore can control the board, there is no question it...more

Allen Barron, Inc.

Prepare Your Business for Sale or Acquisition

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If you intend to sell your company or believe there may be another business or individual interested in acquiring you, it is important to prepare your business for sale or acquisition to make sure everything is in order. This...more

Stoel Rives LLP

TrendWatch: Navigating a New Era in M&A

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There’s a kind of silence that happens before a deal falls apart. It’s not dramatic. No slammed phones, no hostile emails. Just a slow drip of delays, caveats, and quiet rejections. It’s a familiar sound to anyone navigating...more

Pillsbury Winthrop Shaw Pittman LLP

Share Transfer Tripwire: Some Hidden Risks in Deed of Adherence Clauses

Certain provisions commonly found in joint venture and shareholder documentation for early-stage and investment companies are so ubiquitous that they are often accepted without negotiation or full consideration of their wider...more

Potomac Law Group, PLLC

International Insights April 2025: Issue 1

In an increasingly interconnected world, staying ahead of legal and regulatory developments across borders is critical. Our team of experienced attorneys advises on complex cross-border matters involving corporate...more

Conyers

South & Southeast Asia M&A Report

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We are pleased to provide this twice-annual report summarising notable mergers and acquisitions activity in South and Southeast Asia, highlighting transactions over US$100 million in aggregate value. This edition features...more

Allen Matkins

The UCC, Passover And Another Public Company Plans Delaware Exit

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In recognition of the beginning of Passover at sunset tomorrow, today's post reprises this post from 2015...more

Benesch

Delaware Amends DGCL Section 144 to Add Safe Harbors for Interested and Controlling Stockholder Transactions

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On March 25, 2025, the governor of Delaware signed into law significant changes to Section 144 of the Delaware General Corporation Law (“DGCL”). The changes provide safe harbors to Boards of Directors and controlling...more

Braumiller Law Group, PLLC

Hot Topics in International Trade - April 2025 - Chaebols May Wabble but They Don’t Fall Down How Samsung Became 23% of South...

Chaebols are large, family-owned business conglomerates that play a significant role in South Korea’s economy. Some of the most well-known chaebols include Samsung Group, which is the largest chaebol, known for its...more

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