News & Analysis as of

Buyouts Going-Private Transactions

Morrison & Foerster LLP

Coming Home – Overview of Going Private Transactions of U.S.-Listed Chinese Companies

Since the early 1990s, the U.S. stock exchanges have long been home to many prominent Chinese companies as they tried to attract a wide spectrum of investors and enhance their global profile. Over the past decade, waves of...more

Goodwin

A Win for Deal Certainty, Delaware Court of Chancery Orders Closing of Cake Supplier Acquisition

Goodwin on

A Win for Deal Certainty, Delaware Court of Chancery Orders Closing of Cake Supplier Acquisition; Under Armour to Pay $9M to Settle SEC Charges Involving Disclosure Failures; First Circuit Upholds Decision Applying Federal...more

Gray Reed

Controlling Shareholder’s Discussions with Minority Stockholders Results in Application of Entire Fairness Standard

Gray Reed on

The Delaware Court of Chancery (the Court) in In re Homefed Corporation Stockholder Litigation chronicles a controlling stockholder’s failed attempt to use the protections outlined in Kahn v. M & F Worldwide Corp. (MFW) to...more

White & Case LLP

Western European PE activity dips in 2019, but total buyout value remains high

White & Case LLP on

PE activity in Western Europe may have dipped in 2019 but this is not the full picture. Buyout activity remains impressive, although exits subsided as PE funds focused on purchases instead of sales. Western Europe had a...more

Latham & Watkins LLP

4 Key Reasons Why European P2P Deals Fail – and How Private Equity Deal Teams Can Avoid Them

Latham & Watkins LLP on

Adherence to secrecy, pre-announcement preparations, realistic expectations-setting, and strategic plans for taking control are keys to P2P deal success. The deal market has seen a resurgence in public to private (P2P)...more

Skadden, Arps, Slate, Meagher & Flom LLP

"Delaware Supreme Court Enhances Protections for Controlling Stockholder Buyouts"

In November 2015, the Delaware Supreme Court bolstered the protection afforded to majority or controlling stockholders seeking to buy out the minority, provided that the transaction is structured in accordance with the...more

BCLP

New York High Court Adopts Delaware Rule in Go-Private Suits

BCLP on

New York’s highest court earlier this month adopted a more lenient standard for reviewing certain types of corporate transactions between companies and controlling shareholders, similar to that adopted two years ago by...more

Dorsey & Whitney LLP

New York High Court Holds Business Judgment Rule May Apply to Going-Private Mergers

Dorsey & Whitney LLP on

On May 5, 2016, the New York Court of Appeals in Matter of Kenneth Cole Productions, Inc., Shareholder Litigation, 2016 WL 2350133 (N.Y. May 5, 2016) (Matter of Kenneth Cole), adopted the approach of the Supreme Court of...more

Pierce Atwood LLP

New York High Court Adopts Delaware's Deferential Business Judgment Review for Controlling Stockholder Buyouts

Pierce Atwood LLP on

In re Kenneth Cole Productions, Inc. Shareholder Litigation - We previously reported on the Delaware Supreme Court’s landmark decision in Kahn v. M&F Worldwide Corp. (MFW) applying the deferential, defendant-friendly...more

Proskauer - Corporate Defense and Disputes

Delaware Independent Director Liability in Control Buyout Cases

The Delaware Supreme Court will address the standard for pleading that an independent director has breached fiduciary duties in connection with a controlling shareholder buyout. The issue was certified for interlocutory...more

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