Insights
SEC Staff Clarifies Disclosure Expectations for Crypto Asset Exchange-Traded Products
Healthcare & Life Sciences: Drug Pricing Digest — Number 50
Eighth Circuit Vacates FTC’s Click-to-Cancel Rule Days Before Compliance Deadline
Resource
Demystifying Spinoffs: Complex “IPOs” With a Sophisticated Tax Overlay
Key considerations when spinning off a business segment or division.
Latham in Focus Video Series
The Book of Jargon Series – Word of the Day®
The Book of Jargon® is a series of practice area and industry-specific glossaries published by Latham & Watkins.
Money Market
the global financial market for short-term borrowing and lending. Short-term paper such as Treasury Bills and Commercial Paper are bought and sold in the Money Market.
Contiguity
when two parcels of land are connected to each other, without a gap. Contiguity is critical when assembling property interests to create a project site or a route for pipelines and T-Lines. Imagine a T-Line with a foot of conductor missing somewhere — those electrons cannot be trained to jump. If needed, Title Insurance Policies can include an Endorsement insuring Contiguity.
363 Sale
named after a section of the Bankruptcy Code, an auction-like procedure for a bankrupt entity to sell assets, subject to the judge’s approval. Often there is a stalking horse bidder that has already arranged to purchase the assets. If the stalking horse bidder is outbid (which does happen), the stalking horse bidder gets a breakup fee for its trouble.
Synthetic MLP
an MLP whose sole or primary asset is a less than 100 percent interest in an operating company. The Sponsor often owns the remaining interest and intends to transfer it, over time, to the MLP through Dropdowns.
Binding Offer
an obligatory Offer of the prospective Purchaser to enter into an Acquisition Agreement regarding the Acquisition of a company or assets (generally made in an Auction). Also called a Binding Bid.