BLT: May 2018


Featured Articles

Business & Corporate

So You Want to Put a Bitcoin ATM in a Coffee Shop

This writer received three cold e-mails in two weeks asking for legal help around operating a bitcoin ATM (BTM). (For ease of reference we call these machines BTMs, but they generally serve other virtual currencies, including Ether and Litecoin.) Each groundbreaker asked: “What are the legal requirements for an operator putting a BTM in, say, a coffee shop?” Lawyers and businesspeople work on the assumption that for every one person who asks you a question, 100 others also want to ask you the same question or are asking someone else. Ergo, this Flash.

Business & Corporate

Tussling Over Preemption: Emerging Battleground Between State Authorities and Student Loan Servicers

The Department of Education and state attorneys general are preparing to clash over the question of whether federal preemption bars, in whole or in part, regulation by the states of federal student loan servicers. What arguments will the states advance in response to the renewed emphasis on federal preemption by the DOE and DOJ, and how will the DOE and DOJ counter?

Business & Corporate

Limiting the Scope of Post-Closing Actions in Private Mergers & Acquisitions: The Role of Non-Reliance and Integration Clauses in Delaware

One of the most important issues in the acquisition of a private company is whether an aggrieved buyer can make a fraud claim against the seller after closing based upon representations made outside the four corners of the acquisition agreement (“extra-contractual representations”). As one would expect, Delaware courts rely heavily on the language of the agreement to resolve this issue.

Business & Corporate

It's All in the Footnotes: A Field Guide to SEC Whistleblower Awards

More than seven years since the Dodd-Frank Act’s whistleblower incentive provisions became effective, and more than five years since the first SEC whistleblower program award, only a few courts have put the program under a microscope. In the absence of meaningful case law and in light of the SEC’s practice to heavily redact orders granting and denying awards, how do we know what makes the program really tick? The short answer: it’s all in the footnotes.