As stated by Vice Chancellor Slights in Wenske v. Blue Bell Creameries, Inc., C.A. No. 2017-0699-JRS (Del. Ch. July 6, 2018), “whether conduct is right or wrong in the eyes of the law, actionable or not actionable, depends in large part upon the standard by which the conduct is measured.” In Continue Reading
Sellers Alleged Breach of Stock Purchase Agreement Did Not Excuse Buyer in M&A Transaction from Its Own Performance; Right of Set-Off Did Not Apply to Unliquidated Claims
According to the Merriam-Webster Dictionary, the word “unliquidated” is defined as “not calculated or established as a specific amount.” The Post Holdings case (Post Holdings, Inc., and Michael Foods of Delaware, Inc., v. NPE Seller Rep LLC, C.A. No. 2017-0772 AGB [Del. Ch. Oct. 29, 2018]) Continue Reading
Rural Utilities Service Begins FY19 Broadband Loan Program, Revises Loan Limits
The Rural Utilities Service (RUS) announced on November 15, 2018, that it is now accepting fiscal year 2019 (FY19) applications for the Rural Broadband Access Loans and Loan Guarantees Program on a rolling first-come, first-served basis throughout FY19. RUS will rank submitted applications every 90 Continue Reading
IRS Announces Retirement Plan Limits for 2019
The Internal Revenue Service recently announced retirement contribution limits for 2019 adjusted for cost-of-living considerations. Below is a chart of the 2019 calendar year limits, together with those from 2018. General Plan Limits Annual Limit per Individual 2018 2019 Elective deferrals Continue Reading
IRS Issues Highly-Anticipated Guidance on Qualified Opportunity Zones
Significant tax incentives for investments by “qualified opportunity funds” in low-income communities designated as “qualified opportunity zones” were signed into law as part of the December 2017 legislation commonly known as the Tax Cuts and Jobs Act. Many investors have been hesitant to take Continue Reading
Venture Capital & Emerging Growth Companies Activities—November 2018
McCarter’s Venture Capital & Emerging Growth Companies Practice empowers clients throughout the development cycle—from ideation to creation, capitalization, implementation, commercialization and monetization. We are proud of the great things our clients are doing and are pleased to Continue Reading
Notice Poster for New Jersey’s Earned Sick Leave Law Released by Department of Labor for Use Starting on October 29
The New Jersey Department of Labor and Workforce Development (“NJDOL”) has released its notice poster pursuant to the Earned Sick Leave Law, N.J.S.A. 34:11D-1 et seq. (the “Law”), that takes effect on October 29, 2018. This notice, which is available in English and multiple other languages, has to Continue Reading
NJ Supreme Court Issues Another Landmark Decision in In re Accutane, this Time Regarding Choice-of-Law and the Presumption of Adequacy for FDA-Approved Warnings
Nearly two months to the day after the New Jersey Supreme Court issued a landmark decision in the In re Accutane® Litigation incorporating the Daubert factors into New Jersey law, the court issued another major decision in the same litigation that left no doubt about the strength of the presumption Continue Reading
Venture Capital & Emerging Growth Companies Activities—October 2018
McCarter’s Venture Capital & Emerging Growth Companies Practice empowers clients throughout the development cycle—from ideation to creation, capitalization, implementation, commercialization and monetization. Our representation is defined by a paradigm-shifting business model that offers a Continue Reading
Increased Transparency to Continuing Disclosure Requirements
In an effort to increase transparency and protect holders of municipal securities, on August 20, 2018, the US Securities and Exchange Commission (the “SEC” or the “Commission”) added two new requirements to the continuing disclosure requirements of Rule 15c2-12 of the Securities Exchange Act (the Continue Reading