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Articles & Books
What are the economic and practical effects of COVID-19 on the European CLO market?
May 12, 2020LexisNexis Banking and Finance
Collateralised loan obligation (CLO) transactions have long been a prolific investor in sub-investment grade corporate debt both in Europe and the US. The combination of the outbreak of SARS-CoV-2 and the related respiratory disease (coronavirus (COVID-19), the impact of coronavirus on such corporate debt and the CLO market’s reliance on such corporate debt has, very quickly, created a perfect storm affecting various aspects of the European CLO market.
Claire Puddicombe, David Quirolo, and Daniel Tobias discuss the impact of COVID-19 on the European CLO market.
Related Practice(s): CLOs, Securitization & Asset Based Finance
Related Office(s): London
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Drafting Issues
May 11, 2020Structured Credit Investor
Cadwalader's Assia Damianova considers the potential effect on capital relief trades of the current market volatility arising from COVID-19 restrictions.
Related Practice(s): Securitization & Asset Based Finance
Related Office(s): London
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Use Of AI To Treat COVID-19 Shows Novel Inventorship Issues
Apr 13, 2020Law360
Technology and medical companies around the world are rising to meet the challenges created by the COVID-19 pandemic, in many cases turning to artificial intelligence (AI) and super computers to develop life-saving treatments for the disease as quickly as possible. While the use of AI will undoubtedly bring tremendous innovation, the data, test results and any inventions resulting from its use will also raise questions about how to best protect these innovations and who should get credit as an inventor.
Related Practice(s): Global Litigation, Intellectual Property
Related Office(s): New York
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Google v. Oracle: Will Software Be Free?
April 1, 2020The Licensing Journal
The authors break down the arguments likely to be heard by the Supreme Court in the “the copyright case of the century” that could determine the fate of software protection.
Related Practice(s): Intellectual Property
Related Office(s): New York
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DTSA Can Help Cos. Mitigate Damage During COVID-19
Mar 30, 2020Law360
While the COVID-19 pandemic presents serious challenges to public health and the economy, the extraordinary access of confidential business information at home should present a lurking concern for companies, since employees themselves are typically the largest source of trade secret misappropriation. The Defend Trade Secrets Act (DTSA) provides a way for companies to mitigate the damage caused by the unauthorized dissemination of confidential business information.
Related Practice(s): Global Litigation, Intellectual Property
Related Office(s): New York
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Onshore CLOs May Make Sense For Insurer Investors
Mar 10, 2020Law360
U.S. insurer investment in collateralized loan obligations, or CLOs, has increased steadily over the past several years and totaled approximately $122 billion in book/adjusted carrying value as of the end of 2018.
Related Practice(s): CLOs, Securitization & Asset Based Finance, Tax
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The Taxation of Distressed Mortgage Securitizations
Feb. 18, 2020Cadwalader partner Jason Schwartz examines the tax considerations applicable to two common distressed mortgage securitization structures: the distressed mortgage real estate mortgage investment conduit and the distressed mortgage fund.
Related Practice(s): Tax
Related Office(s): Washington
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Universities Shouldn't Roll Dice On Sports Betting Compliance
Feb. 14, 2020Law360
Cadwalader's Anne Tompkins, Lex Urban and Stephen Weiss discuss how legal sports betting has become the latest “third rail” for colleges, universities, and their athletics programs. The authors raise critical questions that administrators and compliance officers should consider as they prepare to implement safeguards to help protect their institutions, student-athletes and the integrity of their sports. Because each college and university has a unique risk profile, the authors also provide tips on how institutions can appropriately tailor their compliance programs.
Related Practice(s): Global Litigation, Sports Law, White Collar Defense and Investigations
Related Office(s): Charlotte, Washington
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Actionable Claim to Inspect Books and Records
Feb. 13, 2020Harvard Law School Forum on Corporate Governance
In Lebanon County Employees’ Retirement Fund, et al. v. AmerisourceBergen Corporation, the Delaware Court of Chancery ordered the inspection of the books and records of AmerisourceBergen Corporation, one of the leading opioid distributors in the country, for the purpose of investigating potential mismanagement or breaches of fiduciary duty in connection with the company’s distribution of opioids.
Related Practice(s): Global Litigation
Related Office(s): New York
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INSIGHT: Proposed Vertical Merger Guidelines - Increased Transparency or Opaque Glass?
Feb. 4, 2020Bloomberg Law
New proposed vertical merger guidelines from the FTC and DOJ essentially codify the informal lore in the antitrust bar that vertical mergers generally pose less of a potential anticompetitive threat than certain horizontal mergers.
Related Practice(s): Global Litigation
Related Office(s): New York
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Strategic Considerations For Litigating Alice Issues At Trial
Feb. 3, 2020Law360
Michael Powell discusses the impact of Alice Corp. v. CLS Bank International on jury trials, including how Alice provides a separate invalidity defense that bypasses certain patent-friendly validity doctrines, such as motivation to combine and the secondary considerations of nonobviousness and how practitioners might tailor jury instructions, verdict forms and trial evidence when an Alice defense will be presented to the jury.
Related Practice(s): Global Litigation, Intellectual Property, Patent & Trade Secret Litigation
Related Office(s): New York
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The State of Play on Overcall Limitations
Jan. 27, 2020Global Legal Insights
Cadwalader Finance Group co-chair Michael Mascia and partner Wesley Misson are co-authors of the “The State of Play on Overcall Limitations” chapter in the recently released Fund Finance 2020, a comprehensive guide to the fund finance market published by Global Legal Insights.
Related Practice(s): Fund Finance
Related Office(s): Charlotte
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The Secondaries Market: The Rise of GP-led and Preferred Equity Solutions
Jan. 27, 2020Global Legal Insights
Cadwalader partner Samantha Hutchinson and senior attorney Amrita Maini are co-authors of “The Secondaries Market: The Rise of GP-led and Preferred Equity Solutions,” a chapter in the recently released Fund Finance 2020, a comprehensive guide to the fund finance market published by Global Legal Insights.
Related Practice(s): Fund Finance
Related Office(s): London
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Fund Finance 2020: England & Wales
Jan. 27, 2020Global Legal Insights
Cadwalader partners Jeremy Cross, Samantha Hutchinson and Nathan Parker are co-authors of the England & Wales chapter in the recently released Fund Finance 2020, a comprehensive guide to the fund finance market published by Global Legal Insights.
Related Practice(s): Fund Finance
Related Office(s): London
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INSIGHT: America Will Double Down on Sports Betting in 2020
Jan. 23, 2020Bloomberg Law
Cadwalader's Lex Urban and Stephen Weiss break down the rapidly expanding sports betting industry in America and explain why the stage is set for legal sports betting’s popularity to surge in 2020.
Related Practice(s): Sports Law, White Collar Defense and Investigations
Related Office(s): Washington
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The Re-Emergence of European CMBS Transactions
Jan. 21, 2019European CMBS transactions have re-emerged at a steady pace for the first time since before the financial crisis. Cadwalader special counsel Sabah Nawaz provides analysis in the Winter 2020 issue of CRE Finance World.
Related Practice(s): Securitization & Asset Based Finance
Related Office(s): London
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INSIGHT: IP Cases and Trends—A Look Back and 2020 Expectations
Dec. 16, 2019Bloomberg Law
Cadwalader attorneys review the most significant IP issues from 2019, including new IP legislation and U.S. Supreme Court decisions. They offer insights on what’s to come in 2020, including the big news that the Supreme Court will hear the Oracle v Google case relating to copyright infringement of protected software.
Related Practice(s): FinTech, ITC Litigation, Intellectual Property, Patent & Trade Secret Litigation, Patent Preparation & Prosecution, Trademark & Copyright Protection
Related Office(s): New York
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The Competition-Privacy Collision
Dec. 13, 2019Global Competition Review
As political pressure builds for competition enforcers to protect consumers’ privacy, Joel Mitnick and Monica Martin look at whether U.S. antitrust law provides the means to do so.
Related Practice(s): Global Litigation
Related Office(s): New York
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Protecting Intellectual Property in the U.S. - What to Know as a Chinese Entrepreneur
Dec. 5, 2019Tsinghua Financial Review (Chinese-language)
https://www.cadwalader.com/uploads/books/ad7aa027855fcbcd86c5b45ddcc22d6b.pdfThis article details important steps every Chinese company should take before entering the U.S. market to protect the intellectual property surrounding their products and to prevent infringing third-party IP in the United States.
Related Practice(s): FinTech, Global Litigation, Intellectual Property, Trademark & Copyright Protection
Related Office(s): New York
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INSIGHT: The Demise of LIBOR—Tax and Transfer Pricing Implications—Part 2
Nov. 26, 2019Bloomberg Tax
The London Interbank Offered Rate (LIBOR) is coming to an end with implications for tax, accounting, and transfer pricing. Sherif Assef, Yosef Lugashi, and Petia Petrova of KPMG LLP, and Jeff Nagle of Cadwalader, Wickersham & Taft LLP outline in Part II of a two-part series the potential for significant modifications for U.S. tax purposes, implications of IRS proposed regulations, how to adapt systems and processes, and associated challenges.
Related Practice(s): LIBOR Preparedness Team, Tax
Related Office(s): Charlotte
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U.S. Loan Origination Under the Ireland-U.S. Tax Treaty
Nov. 25, 2019Tax Notes
Cadwalader partner Jason Schwartz explores how direct lending funds can use the Ireland-U.S. income tax treaty to make loans in the United States without being subject to U.S. federal income tax.
Related Practice(s): Tax
Related Office(s): New York
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INSIGHT: The Demise of LIBOR—Tax and Transfer Pricing Implications—Part I
Nov. 25, 2019Bloomberg Tax
The London Interbank Offered Rate (LIBOR) is coming to an end with implications for tax, accounting, and transfer pricing. Sherif Assef, Yosef Lugashi, and Petia Petrova of KPMG LLP, and Jeff Nagle of Cadwalader, Wickersham & Taft LLP explain in Part I of a two-part series how taxpayers need to prepare for the U.S. LIBOR alternative rate and the impact on intercompany agreements.
Related Practice(s): LIBOR Preparedness Team, Tax
Related Office(s): Charlotte
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How Fed. Circ. May Defer To PTAB In Facebook Case
Nov 8, 2019Law360
Facebook Inc. v. Windy City Innovations LLC is currently pending before the U.S. Court of Appeals for the Federal Circuit. Central to the appeal is the question of whether the Federal Circuit should provide deference under Chevron USA Inc. v. Natural Resources Defense Council Inc. to the Patent Trial and Appeal Board’s precedential decisions. As such, the case has the potential to call the entire Chevron framework into question.
Related Practice(s): Global Litigation, Intellectual Property
Related Office(s): New York
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Protecting Intellectual Property in the United States
Nov. 5, 2019Cadwalader partner Dorothy Auth and associate John Augelli outline what entrepreneurs entering the U.S. market need to know to protect their intellectual property.
Related Practice(s): FinTech, Global Litigation, Intellectual Property
Related Office(s): New York
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The ‘Tipping’ Point - Possible Shakeup to Insider Trading Rules
Oct 25, 2019Bloomberg Law
The guilty plea by former N.Y. Congressman Chris Collins put the spotlight on insider trading again. The proposed Insider Trading Prohibition Act could clarify the legal haziness that financial institutions, corporate executives, and casual investors regularly wrestle with, but it also raises liability questions for the C-Suite.
Related Practice(s): Corporate & Financial Services Litigation & Regulation, Global Litigation, Securities Enforcement and Compliance, White Collar Defense and Investigations
Related Office(s): Washington
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Sports Gambling Compliance: Big Money Worth The Wager
Oct 11, 2019Law360
Fans and states cheered the U.S. Supreme Court’s May 2018 decision in Murphy v. NCAA giving states the power to authorize sports betting. In some ways, the immediate enthusiasm for the Supreme Court’s ruling may have been premature. Far from authorizing sports betting at the federal level, Murphy v. NCAA merely cleared the way for states to set rules either banning or regulating sports betting within state lines.
Related Practice(s): Global Litigation, Sports Law, White Collar Defense and Investigations
Related Office(s): Washington
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Transitions From IBOR to Alternative Rates Avoid Tax Under Proposed Regulations
Oct. 10, 2019In a BrassTax Alert, the Cadwalader Tax team provides insights regarding the Treasury Department and IRS proposed regulations deeming transitions from IBOR to alternative rates a non-taxable event.
Related Practice(s): Tax
Related Office(s): New York, Washington
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The District Court in Tribune Circumscribes Merit and Maintains Section 546(e) Safe Harbor Protection for Shareholders in the Wake of a Failed LBO
Oct 1, 2019Pratt’s Journal of Bankruptcy Law
In a decision related to the failed leveraged buyout and subsequent bankruptcy of the Tribune Company, the U.S. District Court for the Southern District of New York found that Tribune, the purchaser of stock from its shareholders, employed a bank to effect the two-step leveraged buyout and was a customer of the bank. The authors of this article explain the decision and its implications.
Related Practice(s): Financial Restructuring
Related Office(s): New York
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Using Irish Treaty Funds To Avoid US Taxes In Direct Lending
Sept. 30, 2019Given the emergence of direct lending as a popular asset class for institutional investors, an Irish treaty fund could be a powerful tool for U.S. managers with access to foreign capital. Cadwalader partners Jason Schwartz and Gregg Jubin provide analysis via Law360.
Related Office(s): Washington
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State Attorney General Insider | The New Cadwalader Edition
Sept. 17, 2019Cadwalader is pleased to present our inaugural issue of the State Attorney General Insider, a newsletter on the latest notable cases and updates from within the State Attorneys General community.
Related Office(s): Charlotte, New York, Washington
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INSIGHT: Big Tech Facing State Attorneys General Antitrust Freight Train
Sept. 20, 2019Bloomberg Law
State attorneys general are banding together to take on Big Tech antitrust issues. Cadwalader attorneys say it remains to be seen whether the investigations will ripen into complaints and, if so, whether they will be rooted in antitrust or involve consumer protections with respect to data privacy.
Related Practice(s): Global Litigation, State Attorneys General Practice
Related Office(s): New York, Washington
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Too Many Stakeholders in the Kitchen
September 2019CEP Magazine
High-stakes corporate investigations into bribery, corruption and other misconduct can be highly complex. The impulse to let every conceivable stakeholder play a role, while well-intentioned, can often lead to a “too many cooks in the kitchen” situation, undercutting the efficiency and effectiveness of the entire investigative process.
Related Practice(s): Global Litigation, White Collar Defense and Investigations
Related Office(s): Washington
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Reflections on the Council’s Supreme Court Admissions Trip
Aug. 23, 2019Federal Bar Council Quarterly
Cadwalader partner Ellen Holloman reflects on being admitted to the bar of the Supreme Court of the United States in this issue of the Federal Bar Council Quarterly.
Related Practice(s): Global Litigation
Related Office(s): New York
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INSIGHT: Five Things Every Company Should Know About SEC Whistleblowers
Aug. 1, 2019Bloomberg Law
The recent payment of $50 million to a pair of whistleblowers should serve as a wake-up call to companies that the SEC’s Whistleblower Program is alive and well. The authors provide five key compliance steps to help companies respond to whistleblowers and minimize their associated risks.
Related Practice(s): Corporate & Financial Services Litigation & Regulation, Global Litigation, Securities Enforcement and Compliance, White Collar Defense and Investigations
Related Office(s): New York, Washington
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Trulia’s Impact
June 4, 2019Harvard Law School Forum on Corporate Governance and Financial Regulation
The Harvard Law School Forum on Corporate Governance and Financial Regulation published an excerpt of a recent Clients & Friends Memo (Corporate Governance Litigation & Regulation: A Periodic Review and Predictions for the Remainder of 2019) written by members of the Global Litigation practice.
Related Practice(s): Corporate & Financial Services Litigation & Regulation, Corporate Governance Litigation and Counseling, Global Litigation
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On Wealth: The Modern Evolution of the Trust Company
June 1, 2019International Family Offices Journal
During the past decade there has been a significant shift in the ownership and structure of the private trust business that serves high net worth individuals and families in the United States and abroad.
Related Practice(s): Estate Planning & Administration, Family Office, Private Wealth
Related Office(s): New York
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DOJ’s Wire Act Interpretation Adds Hurdle for Stakeholders via Sports Business Journal
Apr 15, 2019Sports Business Journal
Stephen Weiss and Christian Larson discuss the Department of Justice’s new interpretation of the Wire Act and its potentially profound impact on the legalization of online and app-based sports betting in America. States and companies that offer online sports betting have much to consider in a suddenly murky legal environment.
Related Practice(s): Global Litigation, Sports Law, White Collar Defense and Investigations
Related Office(s): Washington
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Cadwalader’s Michael Mascia, Wesley Misson Co-Author Fund Finance Market Review in the International Comparative Legal Guide to Lending and Secured Finance 2019
Apr. 12, 2019GLG's International Comparative Legal Guide
Cadwalader Finance Group co-chair Michael Mascia and partner Wesley Misson have co-authored a chapter in the recently released International Comparative Legal Guide to Lending and Secured Finance 2019.
Related Practice(s): Fund Finance, Securitization & Asset Based Finance
Related Office(s): Charlotte
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Witness Interview Memorandum (Workplace Investigation)
Mar. 28, 2019Lexis Practice Advisor
Cadwalader’s Ellen Holloman and Jaclyn Hall provide guidance on conducting witness interviews in workplace investigations. This annotated form is a Witness Interview Memorandum (Workplace Investigation) for use by employers and their attorneys to document witness interviews during an internal workplace investigation. The form also includes drafting notes, optional clauses, and alternate clauses.
Related Practice(s): Corporate & Financial Services Litigation & Regulation, Global Litigation
Related Office(s): New York
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Cadwalader’s Michael Mascia, Wesley Misson Co-Author Chapter in Fund Finance 2019
Mar 15, 2019Fund Finance 2019
Cadwalader Finance Group co-chair Michael Mascia and partner Wesley Misson are co-authors of the “Lending to Separately Managed Accounts” chapter in the recently released Fund Finance 2019, a comprehensive guide to the fund finance market published by Global Legal Insights. Mascia is also a contributing editor of Fund Finance 2019.
Related Practice(s): Fund Finance, Securitization & Asset Based Finance
Related Office(s): Charlotte
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Cadwalader’s Brian Foster, Samantha Hutchinson Co-Author Chapter in Fund Finance 2019
Mar 15, 2019Fund Finance 2019
Cadwalader partners Brian Foster and Samantha Hutchinson are co-authors of “The Rise of Private Equity Secondaries Financings.” a chapter in the recently released Fund Finance 2019, a comprehensive guide to the fund finance market published by Global Legal Insights.
Related Practice(s): Fund Finance, Securitization & Asset Based Finance
Related Office(s): London, New York
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Cadwalader’s Jeremy Cross, Samantha Hutchinson and Mathan Navaratnam Co-Author Chapter in Fund Finance 2019
Mar 15, 2019Fund Finance 2019
Cadwalader partners Jeremy Cross and Samantha Hutchinson, with associate Mathan Navaratnam, are co-authors of the England & Wales chapter in the recently released Fund Finance 2019, a comprehensive guide to the fund finance market published by Global Legal Insights.
Related Practice(s): Fund Finance, Securitization & Asset Based Finance
Related Office(s): London
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STS: a new age for European securitisations
Jan. 16, 2019Butterworths Journal of International Banking and Financial Law
In this article, Nick Shiren and Alex Collins consider how STS (simple, transparent and standardised) status is achieved under the Securitisation Regulation. This article first appeared in the January issue of Butterworths Journal of International Banking & Financial Law.
Related Practice(s): CLOs, Securitization & Asset Based Finance
Related Office(s): London
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Private Client USA | 2019
Jan. 11, 2019The International Comparative Legal Guide
In this comprehensive Q&A, the authors review notable recent developments in the provision of private client and offshore services.
Related Practice(s): Estate Planning & Administration, Institutional Planning, Private Wealth
Related Office(s): New York
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