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    M&A Law

    11/26/2012 Financial Advisor Topics in Hostile Takeover Defenses
    03/07/2011 Cautious Due Diligence Defeats Allegations of Conspiracy and Gun Jumping
    08/10/2010 International Joint Ventures: An Overview
    02/22/2010 Lower Thresholds In Effect For Pre-Merger Antitrust Notifications Now In Effect
    01/20/2010 When Term Sheets Attack: Timely Reminders to Take Care In Drafting Letters of Intent and Term Sheets
    08/24/2009 Delaware Court Reinforces High Standard to Establish Breach of Duty of Loyalty in a Sale of Control
    06/02/2009 Delaware General Corporation Law Updates-Stockholder Access to Proxy Materials
    04/29/2009 Delaware Supreme Court's Reversal Clarifies Application of Revlon Duties to Boards of Directors
    04/07/2009 Delaware Court Respects Plain Meaning of Merger Agreement; Allows Private Equity Sponsor to Avoid Reverse Termination Fee
    03/24/2009 Considerations When Publicly Filing Merger Agreements: the Ninth Circuit Suggests that Shareholders may be Able to Claim Reliance on Representations and Warranties
    02/24/2009 Delaware Supreme Court Rules on the Scope of the Business Judgment Rule
    01/06/2009 EARN-OUTS: A Useful Tool In M&A Transactions for Bridging Gaps In Perceptions of Business Value
    12/15/2008 FAS 141R NOW EFFECTIVE: Impact of New Accounting Rules For Business Combinations Should be Considered in Acquisition Planning  
    11/25/2008 Final CFIUS Regulations Retain Committee's Latitude to Determine Which Foreign Transactions May Threaten U.S. National Security
    10/28/2008 Merging is Good . . . 
    09/02/2008 Lessons For Boards Of Directors In Considering Acquisition Proposals: New Decision Sheds Further Light On Revlon And Omnicare Duties
    08/21/2008 New IDEA to Replace EDGAR SEC Hopes For Faster, More Accurate and Useful Public Company Data
    05/13/2008 United Rentals Denied Specific Performance, Cerberus Walks - Use of Forthright Negotiator Principle Serves as Cautionary Tale to M&A Professionals
    02/19/2008 SEC Approves New FINRA Standards for Fairness Opinions
    01/24/2008 To Cash Out, Or Not To Cash Out: That Is The Question
    01/23/2008 Delaware Case Exemplifies Typical Weaknesses In Earnout Provisions
    01/17/2008 New Accounting Rules For Business Combinations Align U.S. Standards More Closely With International Standards
    01/11/2008 Bank of America to Acquire Countrywide
    11/06/2007 A Warning Shot for Antitrust Gun-Jumping: Federal Court Rules that Standard Merger Provision Might Constitute Restraint of Trade
    10/23/2007 Proposal to Amend New York Stock Exchange Rule 452 Is Delayed
    09/18/2007 Delaware Chancery Court Rules That Special Committee Has Compelling Justification To Postpone Shareholder Meeting Date
    07/30/2007 E-Proxy Rules – A Step Toward Greater Shareholder Activism?
    07/02/2007 Delaware Appraisal Rights: The Actions Of Beneficial Owners Are ''Irrelevant''
    06/20/2007 The Blackstone Bill - Will It Threaten the IPO?
    02/14/2007 The Blackstone Group Completes Largest-Ever LBO And Real Estate Deal
    02/06/2007 Legislation Introduced To Reform Committee On Foreign Investment In The United States; Study Released Indicates Greater Number Of Filings With CFIUS
    10/26/2006 SEC Adopts Final Amendments to the Tender Offer Best-Price Rules
    10/18/2006 Modifications To Retiree Benefits Breaches Merger Agreement
    09/21/2006 Managing for Success: Activist Shareholders Flex Their Muscles; But boards finding ways to face down power hitters
    07/12/2006 Delaware Chancery Court Rules that Purchase Price Dispute Must be Settled by Legal, Not Accounting, Arbitration
    06/23/2006 American Bankers Association and the National Association of Realtors Oppose Home Depot’s Bid to Acquire Utah Industrial Loan Company | President Bush Gives Director of National Intelligence Authority to Exempt Corporations from Certain Disclosures Required by the Federal Securities Laws
    04/20/2006 Merging Parties Prosecuted For Gun Jumping
    03/09/2006 Hart-Scott-Rodino Act As Applied To Technology, Patent And Trademark Licenses
    02/27/2006 Federal Trade Commission Announces Additional Reforms in Merger Review Process
    02/16/2006 Will Your Defensive Line Be Too Strong? Designing M&A Defensive Strategies
    01/20/2006 SEC Proposes Amendments to the Tender Offer Best-Price Rule

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