Structured Finance Meets Fund Finance: NAV Facilities and Beyond
Net Asset Value credit facilities are experiencing a surge in demand from private equity funds, leading to increased use of structured finance techniques.
Business Law Today: October 2024
Articles and Features
ABA Ethics Opinion on Generative AI Offers Useful Framework
Formal Opinion 512 organizes the legal ethics implications of lawyers using generative AI tools, addressing topics from confidentiality to fees.
Follow the Entire Playbook to Disclaim Reliance Upon Extra-Contractual Statements
Many Splendors of Fraud Claims, Part I: Labyrinth, Inc. v. Urich sheds light on drafting practices for disclaiming extra-contractual fraud claims in M&A.
Can “Promissory Fraud” Be Defeated by an Integration or Entire-Agreement Clause?
The Many Splendors of Fraud Claims, Pt. II: Recent decisions upend the idea an integration clause is enough to bar a fraud claim based on a future promise.
LLPs Are Not CTA Reporting Companies
Considering the definition of a Corporate Transparency Act reporting company with the law on how LLPs come into being shows LLPs do not fit the definition.
How to Comply with Stage One of the Laboratory Developed Tests Final Rule
The FDA's final rule regulates many laboratory-developed in vitro diagnostic tests as medical devices, ending a decades-long enforcement discretion policy.
Purdue Pharma: An Analysis of the Supreme Court Decision Barring Third-Party Releases
The decision bars only nonconsensual third-party releases, but it may stir questions about defining consent to a release, exculpation provisions, and more.
More Questions than Answers: NLRB Enforcement Actions in a Post-Jarkesy World
What are the implications of the Supreme Court’s reasoning in SEC v. Jarkesy for the enforcement powers of the National Labor Relations Board?
Accidentally Defining Fraud So Reliance Is Not Required
The Many Splendors of Fraud Claims, Pt. III: Surf’s Up Legacy Partners, LLC v. Virgin Fest LLC highlights potential pitfalls when defining fraud.
Trade Secret Disputes in a World Without Noncompetes: A Brief Exploration
The FTC’s proposed ban on noncompetes raises the question of how such a ban would impact the volume of trade secret cases, which data can shed light on.
FTC Issues Final Rule Overhauling and Increasing the Burden of HSR Filings
The changes to the rules governing documents and information that must be submitted as part of parties’ premerger notification filings are extensive.
The Perils of Adjudicated Fraud
The InterMune v. Harkonen case serves as a reminder of the limits to directors and officers’ liability protections, and the risk of insurer recoupment.
Securities Act Section 4(a)(1) and the Development of the ‘Necessary Participant’ Doctrine
Tracing the evolution of the “necessary participant” doctrine highlights how it expands the statutory limits on offer or sale of unregistered securities.
Nonparty Liability for Participating in the Conveyance of Knowing Falsehoods in the Express Representations and Warranties in an Agreement
The Many Splendors of Fraud Claims Pt. IV: You can’t eliminate liability for knowing involvement in deliberate intra-contractual fraud, even for nonparties.
Understanding Deposit Programs That Maximize FDIC Insurance Coverage
The example of IntraFi Cash Service illustrates how FDIC insurance maximization programs work and how the depositors and their lenders are protected.
Covenants Not to Compete: The Current State of Delaware Law
While the “reasonableness” standard has remained nominally consistent, recent case law suggests noncompete provisions are being scrutinized more closely.
Months-in-Brief
October 2024 in Brief: Business Litigation & Dispute Resolution
Month-in-Brief update: Del. Court of Chancery Approves Use of Technology-Assisted Review in Discovery; Reminder of Deadline to Challenge Arbitration Awards.
October 2024 in Brief: Business Regulation & Regulated Industries
Month-in-Brief update: CFPB Releases Final Rule on Personal Financial Data Rights; FTC Overhauls HSR Filings; and more from banking to tax law.
October 2024 in Brief: Mergers & Acquisitions
Month-in-Brief update: FTC and DOJ Announce New Premerger Notification Rules; New HSR Rules May Require Longer Interim Coverage in RWI Policies; and more.
October 2024 in Brief: Securities Law
Month-in-Brief update: SEC Division of Examinations Releases Its Fiscal Year 2025 Examination Priorities.