The use of artificial intelligence (AI) is booming. Investors and companies are pouring cash into the space, and particularly into generative AI (GAI), to seize their share of the market which McKinsey reports could add up to $4.4 trillion annually
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Expert or Arbitrator? Resolving Purchase Price Adjustment Disputes
Acquisition agreements in M&A transactions frequently include provision for payment to be made at closing based on estimates of certain financial metrics that are later subject to a purchase price adjustment based on a final determination (referred to as a…
New Outbound Investment Restrictions Affect China, Semiconductors, Artificial Intelligence, and Quantum Computing
DHS Releases New Form I-9 and Video Verification Procedure: Guidance and Checklists for Busy Employers
On August 1, 2023, the Department of Homeland Security (“DHS”) released a new Form I-9. An I-9 form is used to verify work authorization for new hires and a limited number of existing employees. The previous I-9 was issued in 2019…
Texas Revolution: State Legislature Creates New Business Court System to Handle Significant Commercial Disputes
On May 25, 2023, the Texas Legislature enacted the biggest structural change to the Texas court system in recent memory. House Bill 19 (“HB 19”)—signed by Governor Greg Abbott in June—creates a new “Business Court” system for the Lone…
DHS Announces New Form I-9 and Remote Verification for E-Verify Employers
The Department of Homeland Security (“DHS”) announced on July 21, 2023 they will publish a revised version of Form I-9 on August 1, 2023. DHS also announced an enhanced remote verification flexibility using video for E-Verify employers, both for clean-up of…
A Big Deal: FTC and DOJ Issue Long-Awaited New Draft Merger Guidelines
On July 19, 2023, the Federal Trade Commission (“FTC”) and United States Department of Justice (“DOJ”) jointly published long-anticipated proposed merger guidelines (the “Proposed Merger Guidelines”), which had been expected since President Biden issued an Executive Order Promoting Competition in…
Delaware Court of Chancery Clarifies Heightened Standard for Recovery of Attorneys’ Fees in Disclosure-Based Deal Litigation
In Anderson v. Magellan Health, Inc., No. 2021-0202, — A.3d —-, 2023 WL 4364524 (Del. Ch. July 6, 2023) (McCormick, C.), the Delaware Court of Chancery addressed the circumstances under which the Court will award a shareholder plaintiff attorneys’…
What You Need to Know about Acqui-Hires
The term “Acqui-hire” is commonly used to describe an M&A transaction where the buyer is predominantly interested in acquiring key employees of the target and not specifically the underlying business and/or assets. This type of transaction is particularly common in the…
Buyer Beware: Delaware Courts Continue to Refuse to Enforce Deal-Based Non-Competes
In a blog earlier this year, we discussed the Delaware Chancery Court’s refusal to enforce a sale of business non-compete in Kodiak Building Partners, LLC v Adams. We wondered then whether Kodiak represented a one-off decision or whether it augured a trend…