The spike in mergers is prompting U.S. courts to compel corporate parties who have not signed any arbitration agreements to arbitrate international disputes

Article Abstract:

Increased US merger activity have caused federal courts to, in a number of cases, either compel signatories to arbitration agreements to arbitrate with third parties or compel third parties who are not signatories still to participate in arbitration. The courts have recognized five cases in which nonsignatories may be compelled to arbitrate: veil piercing/alter ego, incorporation by reference, conduct, agency and estoppel. Relevant cases and corporate strategies to reduce the chance of litigation on this issue are covered.

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SEC seeks to update merger rules; the SEC proposes safe harbors to permit communications with stockholders about upcoming mergers or tender offers

Article Abstract:

The SEC's four key proposals for updating merger rules are the expansion of expand communications allowed in tender offers and mergers; the streamlining and updating of tender offer and merger rules; and the reduction of disparate treatment of stock and cash tender offers. The SEC also proposes "free communications" safe harbors, which would permit communications with securities holders about an upcoming tender offer, merger, or other business combination.

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Intellectual property plays major role in mergers; counsel must scrutinize documents, antitrust issues and tax implications

Article Abstract:

Issues concerning the importance of evaluating intellectual property assets in the large number of megamergers common in the late 1990s are discussed. The value of intangible assets such as these are increasingly the driving force behind mergers and assuming a greater roll in terms of assets received.

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