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Expert Analysis

• Considering European-Style Lockboxes For US M&A In 2025

  

  The lockbox mechanism, commonly used in Europe, offers an attractive alternative to the postclosing price adjustments that dominate U.S. merger and acquisition transactions in private equity, particularly with the market's demand for transparency likely to remain steadfast under Trump, says Laurent Campo at Potomac Law.

• Gov't Scrutiny Of Workplace Chat Apps Set To Keep Growing

  

  The incoming Trump administration and Republican majorities in Congress are poised to open numerous investigations that include increasing demands for entities to produce communications from workplace chat apps, so companies must evaluate their usage and retention policies, say attorneys at Orrick.

• Del. Dispatch: The 2024 Corporate Cases You Need To Know

  

  The Delaware Court of Chancery in 2024 issued several decisions that some viewed as upending long-standing corporate practices, leading to the amendment of the Delaware General Corporation Law and debates at some Delaware corporations about potentially reincorporating to another state, say attorneys at Fried Frank.

• 2025's Midmarket M&A Terrain May Hold A Few Bright Spots

  

  Attorneys at Stoel Rives assess middle-market merger and acquisition trends, and explain why many dealmakers have turned cautiously optimistic about the sector's 2025 prospects, despite potential inflation and new Federal Trade Commission rules.

• When US Privilege Law Applies To Docs Made Outside The US

  

  As globalization manifests itself in disputes over foreign-created documents, a California federal court’s recent trademark decision illustrates nuances of both U.S. privilege frameworks and foreign evidentiary protections that attorneys must increasingly bear in mind, say attorneys at Hunton.

• Why Asset-Based Loans May Suit PE Companies In 2025

  

  As the prospect of higher tariffs and interest rates expands the need for liquidity, private equity investors would do well to explore the timing and provisions of asset-based loans offered in the burgeoning credit-fund sector, say attorneys at McDermott.

• How New Merger Filing Rules Will Affect Economic Advocacy

  

  New rules from the antitrust agencies significantly change the Hart-Scott-Rodino premerger notification process and will necessitate rigorous economic analysis earlier in the merging process as the information provided in the filings reflects important antitrust considerations, says Andrea Asoni at Charles River.

• 2024 IPO Market Trends, And What To Expect Next Year

  

  The initial public offering market returned to historically typical levels on a deal count basis in 2024 but continued to lag based on proceeds raised due to a larger number of smaller IPOs this year, and signs point to continued ongoing momentum in the next year, say attorneys at Paul Hastings.

• Green Projects Face States' Foreign Land Ownership Limits

  

  As states impose restrictions and disclosure requirements around foreign investment in agricultural land — in some cases piggybacking on existing federal rules — renewable energy developers and investors must pay close attention to how the rules vary, says Daniel Fanning at Husch Blackwell.

• What 2024 Trends In Marketing, Comms Hiring Mean For 2025

  

  The state of hiring in legal industry marketing, business development and communications over the past 12 months was marked by a number of trends — from changes in the C-suite to lateral move challenges — providing clues for what’s to come in the year ahead, says Ben Curle at Ambition.

• The Prospects Of Pa. Gaining Its Own Antitrust Law After 2024

  

  In the only state that does not have its own antitrust law, Pennsylvania's business community's strong opposition to the Pennsylvania Open Markets Act signals a rough road lies ahead for passage of the bill after Republicans retained a narrow majority in the state Senate, say attorneys at BakerHostetler.

• Opinion

  How The Onion Could Still Buy InfoWars

  

  While a Texas bankruptcy judge nixed the sale of InfoWars to The Onion on Tuesday, a slight tweak to the novel mechanism proposed could make the sale approvable, says Christopher Hampson at the University of Florida.

• Series

  Group Running Makes Me A Better Lawyer

  

  The combination of physical fitness and community connection derived from running with a group of business leaders has, among other things, helped me to stay grounded, improve my communication skills, and develop a deeper empathy for clients and colleagues, says Jessica Shpall Rosen at Greenwald Doherty.

• How White Collar Defense Attys Can Use Summary Witnesses

  

  Few criminal defense attorneys have successfully utilized summary witnesses in the past, but several recent success stories show that it can be a worthwhile trial tactic to help juries understand the complex decision-making at issue, says Jonathan Porter at Husch Blackwell.

• Opinion

  6 Changes I Would Make If I Ran A Law School

  

  Reuben Guttman at Guttman Buschner identifies several key issues plaguing law schools and discusses potential solutions, such as opting out of the rankings game and mandating courses in basic writing skills.