In May 2015, Hewlett-Packard Company purchased Aruba Networks Inc. (“Aruba”) in a deal that paid Aruba’s stockholders $24.67 in cash per share. Verition Partners Master Fund Ltd. and Verition Multi-Strategy Master Fund Ltd. (together, “Verition”) commenced an action in Delaware’s Court of Chancery Continue Reading
Don’t Forget to Consider this Simple Delaware Law Principle Before Taking Corporate Action
Applied Energetics, Inc. v. George Farley, et al., C.A. No. 2018-0489-TMR (Del. Ch. Jan. 24, 2019) (Montgomery-Reeves, V.C.). The Court of Chancery recently granted a preliminary injunction preventing the sale of 25 million shares of stock that defendant George Farley previously issued to himself Continue Reading
It’s Déjà Vu All Over Again—DOL Proposes (New) Revisions to Salary Requirements for FLSA Overtime Exemptions
The U.S. Department of Labor (DOL) recently released its long-awaited proposed revisions to the regulations governing the minimum salary requirements applicable to the overtime exemptions for executive, administrative, and professional (EAP) employees and highly compensated employees (HCE) under the Continue Reading
US Supreme Court Holds Law Firms Are Not “Debt Collectors” Under the FDCPA in Nonjudicial Foreclosures
In an opinion penned by Justice Breyer on March 20, 2019, Obduskey v. McCarthy & Holthus LLP, No. 17–1307 (2019), the United States Supreme Court unanimously ruled that law firms acting on behalf of secured parties to foreclose on security interests in nonjudicial proceedings are not “debt Continue Reading
The Court of Chancery Applies DCF to Determine the Fair Value of Trussway Holdings
Kendall Hoyd and Silver Spur Capital Partners, LP v. Trussway Holdings, LLC, C.A. No. 2017-0260-VCG In the Delaware Court of Chancery’s decision on February 28, 2019, Vice Chancellor Sam Glasscock relies on the discounted cash-flow (DCF) methodology to find the fair value of the shares of Continue Reading
NY Second Department Appellate Division Finds that Mortgage Loan is Accelerated for Purposes of the Statute of Limitations Notwithstanding Borrower’s Reinstatement Right
In Bank of New York Mellon v. Dieudonne, a highly anticipated decision for the mortgage servicing and lending industry, the New York Appellate Division’s Second Department held that a residential mortgage accelerates upon the mortgagee/lender’s election, notwithstanding a reinstatement provision in Continue Reading
Legislation Enhances New Jersey Employees’ Leave Rights
New Jersey has significantly expanded employers’ obligations to provide job-protected leaves of absence to their employees, as well as the benefits available to employees while on leave. On February 19, 2019, New Jersey Governor Phil Murphy signed a comprehensive bill that revised these obligations Continue Reading
Third Circuit Upholds Finding that Purchaser of Debt Is Subject to the Requirements of the Fair Debt Collection Practices Act
Barbato v. Greystone Alliance, LLC, No. 18-1042 (3d Cir. Feb. 22, 2019), Krause, J. The United States Court of Appeals for the Third Circuit recently held that an entity, which acquired debt for the principal purpose of collecting such debt, qualified as a “debt collector” under the Fair Debt Continue Reading
When Navigating Stormy Waters, Directors Must Steer the Ship Toward the Best Interests of Stockholders
The Delaware Court of Chancery denied a motion to dismiss a class action brought by stockholders of Tangoe, Inc., arising from a take-private sale of the company to Marlin Equity Partners, Asentinel LLC, and TAMS Inc.1 Reinforcing the well-settled principle that a board of directors must act in the Continue Reading
Venture Capital & Emerging Growth Companies Activities—March 2019
McCarter’s Venture Capital & Emerging Growth Companies Practice empowers clients throughout the development cycle—from ideation to creation, capitalization, implementation, commercialization, and monetization. Our attorneys are on the cutting edge of legal and technological developments. Continue Reading