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| Joint Ventures & Partnerships |
Ryan v. Lyondell Chemical Co.
October 6, 2008
Mitesh Patel
Michael K. Rafter
On July 29, 2008 the Delaware Chancery Court decided the case of Ryan v. Lyondell Chemical Company (“Ryan”)(Del. Ch., July 29, 2008), and found that despite a shareholder stock price well above the market rate, seemingly customary deal protection terms and overwhelming stockholder approval, independent directors could be held to be personally liable for their role in approving a cash merger.
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Supreme Court Overrules Per Se Prohibition on Retail Price Maintenance - 07/06/07
Business & Finance
July 5, 2007
Thomas R. McNeill
G. Patrick Watson
In a decision sure to cause both manufacturers and retailers to examine their resale pricing policies, on June 28, 2007, the United States Supreme Court overruled the nearly 100 year old rule that agreements to establish minimum resale prices constitute per se violations of section 1 of the Sherman Act.
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NASDAQ Capital Market Securities to Receive Blue Sky Exemptions - 05/07
Business & Finance
May 21, 2007
Terrence Allen Childers
Robert D. Klingler
Eliot W. Robinson
The Securities and Exchange Commission approved an amendment to a rule under Section 18 of the Securities Act of 1933 that will designate securities listed on the Nasdaq Capital Market as for purposes of Section 18.
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Supreme Court Rules on Patent and Joint Venture Antitrust Issues - 03/02/06
Business & Finance
March 2, 2006
G. Patrick Watson
In this alert you will find:
1. Supreme Court Says Joint Venture Pricing Agreement Does Not Violate Antitrust Law
2. Supreme Court Rules That Patent Tying Is Not Per Se Illegal
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Assumption of Liabilities in Asset Acquisitions: Make Sure You Know What You're Getting - 02/21/06
Business & Finance
February 21, 2006
Stuart C. Johnson
M. Todd Wade
When agreeing to assume the liabilities related to the assets that one is acquiring, be careful that the agreement spells out the liabilities being assumed. Otherwise, as illustrated by the recent decision from the Eleventh Circuit Court of Appeals in Clanton v. Internet Global, LLC, you may find yourself taking on more obligations than initially presumed.
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