French and US Bankruptcy Sales Compared
Williams Mullen's COVID-19 Comeback Plan: Identifying IP Opportunities in Today’s Economy
THE WONDER YEARS WEBINAR
Fairness & Solvency Opinions Shouldn't Be Overlooked Amid Restructuring Wave
Lessons for Health, Beauty & Wellness Companies [Part 3]: When to Consider Acquiring a Distressed Company
Do I need an attorney if I am buying or selling a business?
This episode of “Terra Firma: Conversations on Commercial Real Estate” features hosts Stacey C. Tyler and Stephen Tanico talking with Eric Chafetz, partner in Lowenstein’s Bankruptcy and Restructuring Group, about office...more
Many biopharmaceutical companies are facing challenges raising cash through traditional equity markets. While venture investment activity saw a slight increase in the first half of 2024 as compared to the equivalent period in...more
The Supreme Court confirmed in Centrica Overseas Holdings Ltd v HMRC that the tests for trading and management expenses of a capital nature are the same. The decision also confirms that once a company has decided in principle...more
Recently, in Rawat v. Commissioner, the D.C. Circuit reversed the Tax Court decision and held that a foreign partner would not be subject to U.S. tax on selling an interest in a partnership with “hot assets” subject to §...more
Financial distress persists in the commercial real estate market, raising the prospects that property owners and landlords could seek relief under chapter 11 of the Bankruptcy Code. The Bankruptcy Code contains numerous...more
Our London Financial Restructuring team authored the UK chapter of the 8th Edition of The Legal 500’s “Restructuring & Insolvency Comparative Guide". The guide provides information on the current issues affecting...more
A pending EDVA case shows how the failure to address intellectual property rights in an asset sale can mushroom into multinational litigation, including a dispute over trademark rights in the United States....more
This CLE course will guide deal counsel in drafting and negotiating asset purchase agreements. The panel will discuss legal considerations when negotiating representations and warranties, indemnities, covenants, closing...more
On June 5, 2024, a federal court in the Western District of North Carolina declined to issue a preliminary injunction blocking the sale of two hospitals in Charlotte, North Carolina, finding that the proposed sale is not...more
Sales under Section 363 of the Bankruptcy Code have become commonplace in bankruptcy cases as a mechanism to liquidate a debtor's assets and maximize value for creditors. Selling the debtor's assets to a third party offers...more
A bankruptcy sale is an opportunity to potentially acquire assets at distressed pricing. A bankruptcy sale also presents prospective bidders with a level playing field to conduct due diligence, submit a bid, and compete...more
The purpose of the 341 Meeting is to examine the debtor’s financial position and to confirm facts stated by the debtor in the bankruptcy filing. While creditors are not required to attend the 341 Meeting, creditors have an...more
Business owners considering exit options from their businesses often can be blinded by purchase price figures and proceeds, often “accepting” that paying capital gains tax is part of the deal. The ability to avoid or defer...more
European Securities Market Authority (ESMA) submitted draft ELTIF 2.0 Regulatory Technical Standards (RTS) to the European Commission in December 2023. European Commission has informed ESMA it will only adopt the RTS once...more
In a letter ruling, the Delaware Chancery Court held that where neither the target nor the acquiror was a Delaware entity, the transaction documents between the parties could not confer jurisdiction in the Chancery Court...more
On February 20, 2024, the United States Court of Appeals for the Fifth Circuit issued an Opinion, which held that challenges to “integral” aspects of a bankruptcy sale are statutorily moot under Bankruptcy Code § 363(m). In...more
The UK government recently introduced legislation implementing changes to the special administration regime for regulated water companies (“WISAR”). The changes are designed to modernise the WISAR and to better align it with...more
On April 26, 2023, Miller Canfield alerted readers to the Supreme Court opinion in MOAC Mall Holdings, LLC v. Transform Holdco, LLC. The MOAC decision may affect property sales in bankruptcy cases because it could weaken the...more
There are two similar but distinct mechanisms through which a creditor might net amounts owed to the debtor against amounts owed by the debtor — setoff and recoupment. Understanding the distinction between them, and how...more
As our colleague John Bennett has recently commented in his insight, hopeful undercurrents remain about the potential of increased activity in the real estate investment market for 2024. When the penny does drop, a highly...more
In an “applicable asset acquisition,” the sale of the assets of a business may be subject to certain allocation and reporting requirements for federal income tax purposes. It’s essential for the seller and purchaser to be...more
There are many paths to a fair value appraisal proceeding. A road less traveled begins at Section 910 of the Business Corporation Law (the “BCL”). ...more
Q: I am a defendant in a receivership, where the receiver has moved to sell my property. If the court approves the sale, I want to appeal. My attorney says an order approving the sale cannot be directly appealed and I will...more
The Minnesota Supreme Court recently held that the gain from the sale of goodwill was subject to apportionment as business income derived from a unitary asset rather than allocation of nonbusiness income pursuant to Minnesota...more
In Spark Factor Design, Inc., et al. v. Hjelmeset (In re Open Medicine Institute, Inc.), No. 22-60017 (9th Cir. Oct. 30, 2023), the Ninth Circuit Court of Appeals recently found that a bankruptcy court has discretion of...more