Commercial Law

  • DE Supreme Court Clarifies Role of Deal Price In Appraisal Fair Value Determination

    Corporate practitioners have been closely following developments in Delaware's shareholder appraisal litigation. Much of the interest concerns the court's "fair value" determination and the risk that an acquiring company will have to pay appraisal petitioners more than the merger deal price. In a much-anticipated decision, the Delaware Supreme Court provides valuable guidance about the relative importance of the deal price in the court's adjudication of the "fair value" of a petitioner's shares.

    October 02, 2017P. Clarkson Collins Jr.

  • Litigation Risk Mitigation Through the Use of Third-Party Litigation Funding

    Third-party litigation funding is a relatively new, but rapidly expanding litigation financing vehicle. General counsel and commercial litigators would be well served to understand the changing landscape regarding the scope and potential uses of such funding.

    August 01, 2017Jonathan Friedland, Elizabeth Vandesteeg and Jeffrey Goldberg

  • POCs and the FDCPA: A License to File

    Buyers and servicers of “stale,” or time-barred, debt have been watching the bankruptcy and appellate courts closely of late, as court after court has ruled on whether a key component of their recovery strategy — seeking payment related to such time-barred debts by filing proofs of claim in bankruptcy — violates the Fair Debt Collections Practices Act (FDCPA).

    July 02, 2017Chris Hawkins and Karlene Archer

  • Public Trust Doctrine Thwarts Willets Point Redevelopment

    In Matter of Avella v. City of New York, the Court of Appeals enjoined development of a retail mall on what is now Citi Field's parking lot, holding that the development proposal would constitute an impermissible alienation of parkland by the City of New York.

    July 02, 2017Stewart E. Sterk

  • What Can We Tell About the Trump Administration's Focus on Compliance?

    There are a few early signs that the Trump administration will continue to hold companies to the “way of compliance.” But after the first five months of his presidency, there are still questions about where enforcement is heading in specific compliance areas.

    July 02, 2017Annette K. Ebright and Sarah F. Hutchins

  • Third Circuit Sides With Creditors in EFIH Make-Whole Dispute

    At the end of last year, the Third Circuit added to several recent decisions addressing whether a creditor was entitled to payment of a "make- whole" premium in connection with a Chapter 11 case. The court's opinion is the most creditor-friendly decision issued to date on this topic.

    July 02, 2017John J. Rapisardi and Joseph Zujkowski

  • Equipment Lessors and Bankruptcy

    Much has been written about the risk that a transaction denominated and documented as an equipment "lease" may be recharacterized a security interest. Equipment lessors seem to understand. Interestingly, equipment lessors commonly seem to not understand all of the rights and remedies they have in the absence of recharacterization. So, what's a true equipment lessor to do in the face of the Chapter 11 of its lessee?

    July 01, 2017Michael A. Brandess and Jonathan Friedland

  • Using a True Lease or a TRAC Lease

    Potential Complications in Bankruptcy

    An equipment financing company will often decide whether it wants a transaction to be a true lease or a TRAC lease as opposed to a retail sale. A good reason to be able to make the distinction is to determine what might be the best structure for an equipment financier. This article explores the differences.

    June 02, 2017Deirdre M. Richards