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JONES DAY TALKS®: Women in IP: 2020 in Review and a Look Toward 2021
KT Sound Bytes Episode 1 | The Effects of the Supreme Court Decision in Liu v. SEC
JONES DAY PRESENTS®: Trade Secret Enforcement in the United Kingdom
JONES DAY TALKS®: Straight Talk About False Advertising: What Every Lawyer Needs to Know
Bar Exam Toolbox Podcast Episode 86: Tackling a California Bar Exam Essay: Remedies
Episode 5: Business Divorce, Delaware Style
Should Wall Street Fear Mary Jo White?
On 25 April 2024, the UK Competition and Markets Authority (CMA) announced reforms to its in-depth merger control review process (the Phase 2 review). The updates include: - An expanded de minimis exception. The CMA will...more
The American Bar Association Antitrust Law Section’s annual Spring Meeting is underway in Washington, DC. The annual Spring Meeting features updates from federal, state and international antitrust enforcers and extensive...more
As part of the Biden administration’s avowedly aggressive approach to antitrust enforcement, it has challenged a number of high-profile mergers in court over the past two and a half years. While the track record of the...more
Senior officials at the US Department of Justice Antitrust Division (DOJ) and the US Federal Trade Commission (FTC) have made clear that they will not entertain or will sharply limit resolutions of merger investigations...more
In an unpublished decision issued on January 3, 2023, Division I of the Washington Court of Appeals strongly reaffirmed Washington law providing that, absent a showing of fraudulent corporate conduct or certain procedural...more
US Regulators Pursue an Expansive View of Antitrust Laws - For almost two years, industry participants have felt the effects of the Biden administration’s “big is bad” approach to antitrust — not only in technology sectors,...more
On 18 May and 22 June 2022, the EU General Court upheld two European Commission prohibition decisions. Both judgments endorsed the European Commission's assessment of the mergers at issue, recognising a broad margin of...more
In In re GGP Stockholder Litigation, 2022 WL 2815820 (Del. July 19, 2022), an M&A transaction split the merger consideration into two parts: an oversized pre-closing dividend totaling over $9 billion, followed by a nominal...more
Uncertainty continues to loom over the M&A market as organizations that were actively involved in transactions before the COVID-19 pandemic assess risks stemming from reduced valuations, condensed financing options, the...more
In the first case following Akorn v. Fresenius to rule on a party’s entitlement to terminate a merger agreement on the basis of a material adverse effect (MAE), the Delaware Court of Chancery ordered Boston Scientific...more
Fast Facts - United States - - The Trump administration’s efforts to block mergers near record, with 5 significant investigations resulting in complaints in 2019 YTD. - The number of significant antitrust merger...more
The Delaware Court of Chancery’s recent decision, Genuine Parts Company v. Essendant Inc., provides a helpful reminder that Delaware courts will enforce the clear and unambiguous terms of a merger agreement, and will consider...more
Previously, we reported an important ruling of first impression by the Delaware Superior Court that a shareholder appraisal action against Pillsbury’s client Solera Holdings Inc. was a “Securities Claim” under Solera’s...more
During FY 2018, the Japan Fair Trade Commission ("JFTC") received 321 notifications, which is the largest in the past five years and a 4.9 percent increase from FY 2017. It provided clearance for 315 cases at Phase I review....more
Fast Facts - United States - U.S. antitrust enforcement agencies concluded 20 “significant investigations” during the rolling-twelve months (RTM) ended Q2 2019, down from 28 for the RTM ended Q2 2018....more
The DOJ Antitrust Division’s high profile, unsuccessful attempt to block the AT&T/Time Warner merger ended on February 26, 2019 after the U.S. Court of Appeals for the D.C. Circuit affirmed the trial court’s decision to allow...more
Fast Facts - In the U.S., the number of significant antitrust merger investigations in 2018 reached a near-record low over DAMITT’s eight years of data, while their average duration remained near the record high. - In...more
On December 7, 2018, the Delaware Supreme Court affirmed the Court of Chancery's decision in Akorn, Inc. v. Fresenius Kabi AG , C.A. No. 2018-0300-JTL, which upheld, for the first time under Delaware law, the ability of a...more
Over the last few years, significant developments in Delaware law and practice have changed the traditional M&A litigation landscape. These developments resulted in a dramatic reduction in pre-closing applications for...more
In March 2018, China’s State Council announced the establishment of a unified market regulator, the State Administration for Market Regulation (SAMR), which now is responsible for all antitrust enforcement in China....more
Citing findings from the Dechert Antitrust Merger Investigation Timing Tracker (DAMITT) that have demonstrated a marked increase in the duration of significant merger investigations in recent years, DOJ Assistant Attorney...more
The recent decision of the Delaware Court of Chancery in Akorn, Inc. v. Fresenius Kabi AG et. al is the first time a Delaware court has found a material adverse effect in the M&A context, and reinforces current Delaware law...more
The German Federal Cartel Office (Bundeskartellamt or "FCO") has published guidance on the requirements placed on remedies in merger control and their implementation. Remedies are an important instrument in merger control...more
WHAT HAPPENED: ..In early February, the FTC released its Merger Remedies Study (the Study), which focused on transactions from 2006-2012 in which the FTC found a competitive problem that did not require a block outright,...more
Vice Chancellor Tamika R. Montgomery-Reeves of the Delaware Court of Chancery (the “Court”) issued a Memorandum Opinion on January 4, 2017, dismissing a lawsuit arising from a short-form merger involving United Capital...more