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Disputes in restructuring matters often are adjudicated under state law. Given the increasing use of Delaware limited liability companies in private equity transactions, today we review a case involving a dispute between a private equity firm and physician minority equity holders in connection with the merger of a health care provider where the limited liability company agreement included broad waivers of the private equity firms’ fiduciary duties. In Khan v. Warburg Pincus, C.A. No. 2024-0523-LWW (Del. Ch. April 30, 2025), the Delaware Court of Chancery granted a motion to dismiss a complaint filed by two minority equity holders against the majority holder private equity firm and third party involved in the merger for failure to state claims for breach of the implied covenant of good faith and fair dealing, tortuous interference with contractual relations, and for unjust enrichment.
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There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
A federal district court in Miami, FL, has ruled that former National Basketball Association star Shaquille O'Neal will have to face a lawsuit over his promotion of unregistered securities in the form of cryptocurrency tokens and that he was a "seller" of these unregistered securities.
Why is it that those who are best skilled at advocating for others are ill-equipped at advocating for their own skills and what to do about it?
Blockchain domain names offer decentralized alternatives to traditional DNS-based domain names, promising enhanced security, privacy and censorship resistance. However, these benefits come with significant challenges, particularly for brand owners seeking to protect their trademarks in these new digital spaces.
In recent years, there has been a growing number of dry cleaners claiming to be "organic," "green," or "eco-friendly." While that may be true with respect to some, many dry cleaners continue to use a cleaning method involving the use of a solvent called perchloroethylene, commonly known as perc. And, there seems to be an increasing number of lawsuits stemming from environmental problems associated with historic dry cleaning operations utilizing this chemical.