Exculpatory Provisions Under Delaware Law: Say What You Mean and Mean What You Say

By | Distressing Matters | July 10, 2017
Exculpation provisions in operating agreements must be carefully crafted in order to protect members, managers, directors and officers for breaches of fiduciary duties. In In re Simplexity, LLC, the Chapter 7 trustee sued the former officers and directors (who were also members and/or managers) for failing to act to preserve going concern value and exposing the debtors to WARN Act claims.  View Full Post
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F-Squared Investment Management – Avoidance Actions Filed

On July 6-7, 2017, Craig Jalbert, in his capacity as Trustee for F2 Liquidating Trust, filed approximately 187 complaints seeking the avoidance and recovery of allegedly preferential and/or fraudulent transfers under Sections 547, 548 and 550 of the Bankruptcy Code (depending on the nature of the claims).   View Full Post
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On First Impression, U.S. 5th Circuit Recognizes Its Jurisdiction to Review Summary Judgment Denials On Legal Issues Even After a Jury Trial

By | Louisiana Law Blog | July 7, 2017
By Tod J. Everage The US Fifth Circuit recently published an opinion in Feld Motor Sports, Inc. v. Traxxas, LP, recognizing that it had jurisdiction to review a district court’s denial of a motion for summary judgment on a legal issue. View Full Post
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SCOTUS to Settle Circuit Split On Rule Applicable to Recharacterization of Debt to Equity Disputes

The Supreme Court has granted certiorari to decide the question of whether bankruptcy courts should apply state law or a federal rule of decision when determining whether to recharacterize a debt claim as a capital contribution. Recharacterization presents a critical issue for lenders and investors in distressed companies. View Full Post
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Schemes of Arrangement: Share-splitting Unsuccessful in Blocking a Takeover Scheme

Dividing a Pie ChartIn a corporate world where the capital structures of companies are becoming increasingly complex, schemes of arrangements under the Companies Act 2006 have established themselves as the restructuring procedure of choice for many distressed companies. This popularity is evidenced by the fact that schemes of arrangement have been increasingly used by overseas companies wishing to restructure their debts under the flexibility offered by English law. View Full Post
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