Fairness & Solvency Opinions Shouldn't Be Overlooked Amid Restructuring Wave
Social media’s influence on American society carries major implications for the public’s perception of current events. With headlines reaching millions of consumers within minutes, public outrage over racially charged crimes,...more
This is the second of a three-part series about the USMCA joint review process, focusing on China, Mexico, and competing visions of a “worker-centered” trade policy. Part one introduces the USMCA joint review process and...more
The 2024 Colorado legislative session concluded on May 8, 2024. Consistent with last year’s session, the 74th General Assembly ended with a number of new employment-related laws passing. Enacted legislation will enhance...more
The rules, originally proposed in March 2022, realign disclosures, marketing practices and other obligations in de-SPAC transactions more closely with traditional IPOs and add increased risk and uncertainty for market...more
In Palkon v. Maffei, C.A. No. 2023-0449-JTL, 2024 Del. Ch. LEXIS 48 (Del. Ch. Feb. 20, 2024) (Laster, V.C.) the Delaware Court of Chancery considered whether a controlling stockholder’s approval of transactions...more
On January 17, 2024, the New York State Department of Financial Services (“NYSDFS”) released a proposed circular letter addressing the use of external consumer data and information sources (“ECDIS”) and artificial...more
Most people are aware of the statistic that roughly 50% of marriages end in divorce; but did you know that only 5 – 10% of couples opt for a prenuptial agreement prior to marriage? So, what does a prenuptial agreement...more
The U.S. Court of Appeals for the Fifth Circuit reversed a district court’s 2022 ruling on the constitutionality of Texas Chapter 423 law (i.e., the drone law) which restricts the actions of drones. Nat’l Press Photographers...more
When it comes to the legal landscape, every new law or amendment can have a significant impact on the processes and outcomes for litigants. A recent change in California, Senate Bill 235 (CA SB235), signed into law by Gavin...more
Before trying to decide if it makes sense to get a second opinion on a fairness opinion, it’s necessary to understand why fairness opinions started and how they have evolved over the years. Fairness opinions are closely tied...more
Last week, the Federal Trade Commission’s (FTC) tech blog quietly published a post that could have broad implications - for privacy practitioners and beyond. In this post, the agency takes the novel position that if consumer...more
In July 2019, the FCC upended the status quo of 57 years of educational institutions holding FCC licenses for some of the largest spectrum band. The band is 190 MHz of highly desirable 2.5 GHz spectrum....more
The Oregon Legislature has begun its 2022 Regular Session and we want to make you aware of a number of interesting bills which could impact the employment arena. It is too early to know which of these, if any, will become...more
In one of the first decisions to analyze fiduciary duty claims in the context of a special purpose acquisition company (SPAC) merger, the Delaware Chancery Court recently sustained the legal viability of a putative...more
In this episode, Akin Gump financial restructuring partners Lois Deasey and Liz Osborne offer an overview of creditors' fees related to English law schemes of arrangement. Among the topics covered: - The class and...more
On January 14, 2021, the Department of Health and Human Services (“HHS”) published the Transparency and Fairness in Civil Administrative Enforcement Actions final rule (“Rule”). The Rule amends and supplements the HHS Good...more
While litigation against special purpose acquisition companies (“SPACs”) has been historically rare, the increase in SPAC offerings and transactions portends increased litigation, particularly with respect to a SPAC’s...more
In a climate where there are so many unknown factors challenging valuation methodologies, we explore a number of mechanisms that European dealmakers may consider during the Coronavirus (COVID-19) pandemic in order to bridge...more
Despite having stockholder approval of the $1.9 billion take-private sale of the wellness technology company Mindbody, Inc. to Vista Equity Partners Management LLC, the Delaware Court of Chancery at the motion to dismiss...more
On Aug. 31, 2020, President Donald Trump issued a Memorandum (the “Memo”) to all secretaries of executive departments and agencies concerning the implementation of Section 6 of Executive Order 13924, Executive Order on...more
A recent decision by the Eleventh Circuit struck down a practice that is commonplace in class action settlements—providing a modest incentive award to a named plaintiff. In Johnson v. NPAS Solutions, LLC, No. 18-12344, 2020...more
James Hanson, Managing Director with Opportune Partners LLC, discusses why fairness and solvency opinions are necessary in oil and gas transactions, especially as bankruptcies and restructuring events mount in today's...more
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. However, waves of the reverse...more
We’ve been keeping busy, but unfortunately for the oil and gas sector, it has been especially busy in our Restructuring group. As we help clients navigate these difficult times, we’ve been noticing several common themes as...more
A recent decision by the Delaware Supreme Court emphasizes the importance of fully disclosing material director and officer conflicts of interest in connection with proposed M&A transactions. Indeed, as the Court’s ruling...more