The M&A Word of the Day® from the Book of Jargon® – Global Mergers & Acquisitions Is Carve-Out Transaction
We set out below a number of interesting English court decisions and market developments which have taken place and their impact on M&A transactions. Our Summer review looks at these developments and gives practical guidance...more
The U.S. District Court for the District of New Jersey, applying New Jersey law, has held that a misappropriation of funds exclusion unambiguously barred coverage for an accounting firm under its professional liability policy...more
CFTC charges employer with failing to include whistleblower carveout in agreements with employees - Commodities trading firm Trafigura Trading LLC agreed to pay a $55 million fine to settle charges from the Commodity...more
On June 17, 2024, the CFTC's Division of Enforcement announced that it had reached a settlement with Trafigura Trading LLC ("Trafigura") over allegations that the firm manipulated oil derivatives prices while discouraging...more
As central banks continue their campaign to cool inflation, interest rates remain at elevated levels not seen in well over a decade. For companies, this makes funding growth initiatives and refinancing existing debt much more...more
Goulston & Storrs M&A attorney Dan Avery is a nationally recognized expert on M&A deal point trends. In partnership with Bloomberg Law, Dan has developed a series of 25 articles looking at these trends, on a topic-by-topic...more
In a precedential opinion issued on April 11, 2024 in Salix Pharmaceuticals, Ltd. v. Norwich Pharmaceuticals Inc., Nos. 22-2153, 23-1952, the U.S. Court of Appeals for the Federal Circuit affirmed the U.S. District Court for...more
As federal and state regulators continue to crack down on telemarketing and text message marketing, businesses are now transitioning back to email marketing to reduce Telephone Consumer Protection Act (“TCPA”) regulatory...more
In Innovate Pharmaceuticals Limited v. University of Portsmouth Higher Education Corporation, the High Court of England and Wales held that a limitation clause was drafted sufficiently broadly to limit liability even in cases...more
Combs Wines and Spirits LLC, a company owned by Sean “Diddy” Combs, has a long-standing business relationship with Diageo North America Inc. by which Diageo distributes Ciroc Vodka and DeLeon Tequila. In May, Combs filed a...more
In this dynamic global landscape, investors have always been required to make savvy, smart choices. This requires navigating through the intricate web of bilateral treaty protection, exploring the vital role these agreements...more
On November 1, 2023, the Office of the Comptroller of the Currency (OCC) published a revised interagency examination procedure to address updates to the federal Telephone Consumer Protection Act (TCPA). Although TCPA...more
Please join McDermott for our highly anticipated Life Sciences Dealmaking Symposium! Now in its 12th year, the Symposium offers a unique platform for education, insight sharing, purposeful networking and strategic...more
As we enter the final quarter of 2023, the ArentFox Schiff Hospitality Industry group has identified several opportunities and challenges that could impact the hospitality industry, including issues related to artificial...more
Since 2015, the SEC has brought nearly two dozen enforcement actions for violations of the whistleblower protection rules under Rule 21F-17(a) against employers for actions taken to impede reporting to the SEC. The bulk of...more
While many in the antitrust community have been focused on the FTC’s proposed ban of non-competes, the states also have been active in this area. Earlier this year, the New York legislature passed a broad non-compete ban,...more
Last week the Office of Inspector General for the U.S. Department of Health and Human Services (OIG) issued Advisory Opinion 23-06 (AO), which advised that a proposed arrangement between certain laboratories for the purchase...more
Strategic carve-outs continue to present a strong business case, as companies shed non-core assets and position themselves for growth - Carve-outs remain a popular route to growth, with many European businesses...more
New York State Governor Kathy Hochul continues to sign legislation emanating from a busy legislative session, including legislation rendering contractual assignment-of-inventions provisions unenforceable, prohibiting...more
On August 18, the U.S. Department of Health and Human Services Office of Inspector General (OIG) published Advisory Opinion 23-05, finding that an entity’s proposal to facilitate referring surgeons’ ownership of turnkey...more
The New York State Department of Health has published a webpage regarding Public Health Law (PHL) Article 45-A. In our prior post, we discussed how PHL Article 45-A requires health care entities involved in material...more
The Federal Reserve's most recent Financial Stability Report addressed what many industry watchers had been convinced of for some time: the commercial real estate sector is in a precarious state. The Federal Reserve Bank...more
This article examines Target Corporation v. United States, Slip Op. 23-106 (Ct Int’l Trade July 20, 2023), a recent ruling by the Court of International Trade (CIT) and its implications on liquidation matters. The court...more
The Tennessee governor has signed Tennessee’s comprehensive privacy law, which as we have indicated will go into effect July 1, 2025. As initially proposed, the law would have been effective July 1, 2024, and would have...more