In our client alert of 8 December 2017 we summarised the political deal relating to the terms of withdrawal of the UK from the EU with a two year transition.
Client Alert | March 12, 2018
New York partner J. Eric Wise and New York of counsel Yair Galil are the authors of "'All Assets' First-Lien/Second-Lien Intercreditor Agreements," [PDF] published by Bloomberg Law on March 7, 2018.
Article | March 7, 2018
London partner Gregory A. Campbell and London associate Nisha Dulabdas are the authors of "Intra-group Asset Transfers: In the Net, or Out?" [PDF] published in the Butterworths Journal of International Banking and Financial Law in March 2018.
Article | March 1, 2018
As some sectors of the UK economy continue to falter and feel the negative impact of various macro-economic events (including depressed oil and commodity prices, low interest rates and the uncertainty caused by the Brexit referendum decision and ensuing withdrawal process), it is inevitable that a number of borrowers will find themselves in pre-distressed or distressed scenarios.
Client Alert | January 31, 2018
"May you live in interesting times" goes the old Chinese proverb, which is not meant for a friend but for an enemy. Whoever expressed such wish, interesting times have certainly come to pass for the German economy.
Client Alert | January 7, 2018
The UK Government and the European Commission have issued a joint report setting out the progress of the phase 1 negotiations for the Brexit divorce terms.
Client Alert | December 8, 2017
Brussels partners Peter Alexiadis, Jens-Olrik Murach and associate Balthasar Strunz are the co-authors of "The EU Court of Justice rules in favour of restrictions on the use of platforms in a selective distribution system (Coty),” [PDF] published in e-Competition Bulletin March 2018 – II, Art.
Article | December 6, 2017
London partner Stephen Gillespie is the author of "UK Dealmakers are Finally Hearing the City's View," [PDF] published by Gulf News on September 24, 2017.
Article | September 24, 2017
France is great again?Many of you have read positive articles on the new government in France and its freshly elected President, Emmanuel Macron. Is it real?First, one needs to understand the context: a quasi-unknown individual a year ago, Mr.
Client Alert | July 20, 2017
Theresa May's decision to call a snap UK general election has backfired. The Conservatives emerged as the biggest party in yesterday's UK general election but lost their overall majority. Theresa May's authority and leadership have been greatly weakened, perhaps even fatally damaged, by the shock result. The Conservatives won 319 (down from 331) seats in the House of Commons. A governing party needs 326 seats out of 650 seats for a majority. The Labour party gained 29 seats, enjoying their biggest increase in the share of the vote since 1945. A so-called "progressive alliance" between them and such of the minority parties as have indicated a willingness to work in coalition with Labour would not be sufficient to command an outright
Client Alert | June 9, 2017
The European Central Bank (the "ECB") published its final Guidance on Leveraged Lending Transactions (the "ECB Leveraged Lending Guidance") on May 16, 2017.
Client Alert | June 5, 2017
The UK prime minister Theresa May has called a surprise general election for 8 June 2017. Earlier this week she won a House of Commons vote by 522 to 13 to override the standard five year fixed term between general elections.Theresa May is hoping the early election will convert her current working majority of 17 MPs in the House of Commons into a much bigger majority (with some predictions of a "landslide" victory). The prime minister says this will strengthen her hand in Brexit negotiations and provide the "strong and stable leadership" the country needs.Brexit negotiations will begin in earnest after the elections in France (the first round takes place on 23 April 2017, with the top two candidates facing each other in a second run-off on 7
Client Alert | April 21, 2017
The UK government has today triggered Article 50 – the official legal notification to the EU that the UK is going to leave the bloc. This means that, unless otherwise agreed with the EU member states, the UK will be out of the EU by end March 2019.
Client Alert | March 29, 2017
Dubai partner Richard Ernest and associate Aly Kassam are the authors of "Alternative Capital Come Calling in the Region," [PDF] published by Gulf News on March 23, 2017.
Article | March 23, 2017
The enforceability of the so-called "make-whole" premium--the contractual yield-protection payment included in certain debt documents that is calculated to offset lost future interest payments when term debt is repaid before maturity--has been analyzed in several decisions in recent years.
Client Alert | January 25, 2017
The Supreme Court (the UK's highest court) has ruled today that parliament must vote on whether the UK can start the process of leaving the European Union. The Supreme Court held by a majority of eight to three that the UK government cannot trigger Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – without an act of parliament authorising it to do so. The landmark decision upholds a High Court ruling handed down last November. The UK government had argued that royal prerogative powers mean MPs do not need to vote on triggering Article 50. The Supreme Court rejected this. Withdrawal from the EU will fundamentally change the UK's constitutional arrangements because it will cut off the source of EU law: &
Client Alert | January 24, 2017
Over the last eight years, the German economic recovery seemed very robust to any sort of political and financial turbulences occurring in the EU and world-wide.
Client Alert | January 13, 2017
The UK High Court has ruled today that parliament must vote on whether the UK can start the process of leaving the European Union. This means the UK government cannot trigger Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – without parliamentary approval.
Client Alert | November 3, 2016
The UK Prime Minister, Theresa May, has announced that Article 50 – the official legal notification to the EU that the UK is going to leave the bloc – will be triggered by end March 2017. This means the UK will be out of the EU by end March 2019. The UK will have two years from the Article 50 notice to negotiate the terms of its relationship with the EU. Theresa May has not given any information on the type of Brexit deal the UK Government will be pursuing. However, the Prime Minister insists that the UK will not "give up control of immigration again". The requirement for restrictions on free movement of people may make it difficult for the UK to remain in the EU single market.
Client Alert | October 3, 2016
As the debate widens and the complexity of the challenges of Brexit emerges, it is becoming increasingly difficult to simplify the issues at the centre of the discussion. Much is being written and The Financial Times this week (w/c 19 September) had some interesting articles.This is what we are hearing: Whilst some academics continue to debate issues of process, the better legal view is that the Government is entitled to serve the Article 50 notice without Parliamentary approval.
Client Alert | September 22, 2016
London partner A. Stephen Gillespie is the author of "Key Issues for US Firms to Know about UK Decision to Brexit" [PDF] published on July 6, 2016 by Daily Journal.
Article | July 6, 2016
As you will all be aware, the UK electorate voted last week to leave the European Union. The Referendum does not itself trigger any immediate legal consequences and the actual timing for a UK exit from the EU (if at all) is uncertain. However, the vote to leave had an immediate and direct effect on the global finance markets, with Sterling falling to a 30-year low against the Dollar, and the ratings agencies announcing a UK ratings downgrade reflective of weakening investor confidence.
Client Alert | June 29, 2016
This is an update to our client alert published on June 21, 2016 in which we addressed the possible legal consequences of a vote to leave the European Union in the Referendum held in the United Kingdom on June 23, 2016. Now that the outcome of the Referendum is known, we consider in this client alert some of the likely immediate consequences of that vote and its impact on anyone doing business in the UK.What happened on June 23?In a result announced in the early hours of June 24, the UK electorate voted, by a majority of 51.9% to 48.1%, to leave the European Union.
Client Alert | June 28, 2016
You will all be aware that the UK electorate voted yesterday, by a margin of 52% to 48%, to leave the European Union. Following that vote, the UK Prime Minister, David Cameron, has announced today that he will step down in October when a new leader of the Conservative party (and, therefore, Prime Minister) will take office. The referendum does not itself trigger any legal consequences. The actual timing for a UK exit from the EU is uncertain. Whilst Mr. Cameron has indicated that the UK government will not invoke the mechanisms required under the Treaty of Lisbon to trigger negotiations leading to BREXIT until a new administration is in place, the presidents of the EU institutions, in a joint statement issued today, have said that they expect the UK to give eff
Client Alert | June 24, 2016
For the past few months, it has been impossible for anyone living in the United Kingdom to escape coverage of the Referendum on the UK's continued membership of the European Union. Whilst general coverage has been extensive and unrelenting, there has been considerably less focus on what might happen after a vote to "leave" (i.e.
Client Alert | June 21, 2016
Gibson Dunn provides a brief overview of the key legal and regulatory developments in India from October 1, 2015 to April 30, 2016.
Client Alert | May 18, 2016
The changing regulatory landscape in the wake of the global financial crisis has resulted in a number of practical and legal challenges, particularly for those actively lending in the global markets – whether they are banks, financial institutions, funds or alternative capital providers. One of the most prominent banking reforms implemented to date is the EU Bank Recovery and Resolution Directive (the "BRRD"). The BRRD seeks to establish a common framework for failing financial institutions, notably providing regulators with bail-in powers to write down and/or convert into equity certain liabilities of a failing financial institution. The BRRD requires that an "EEA financial institution" includes the contractual recognition of a bail-in clause wit
Client Alert | May 4, 2016
In 2014, total leveraged lending in the United States filled out to approximately $940 billion. A large portion of this market, roughly $340 billion in 2014, consisted of "Term Loan B" loans, driven by investors in non-traditional lending markets, particularly hedge funds, institutional investors and collateralized loan obligations (CLOs). As the market has matured, Term Loan B loans, once almost exclusively a US market phenomenon, have gradually established themselves in the European market and made inroads into new markets, particularly the Asian/Pacific markets. For example, in 2014, Goodpack, Ltd., a Singaporean enterprise, became one of the first Asian/Pacific companies outside of Australia to access the US Term Loan B market
Client Alert | July 1, 2015
New York partner Janet Vance is the author of “Commitment Letters: Trends in Selected Provisions - An Expert's View” [PDF] published in the June 2015 issue of PLC's Practical Law Finance.
Article | June 9, 2015
On January 19, 2015, the PRC Ministry of Commerce ("MOFCOM") published the draft Foreign Investment Law (the "Draft Law") for public comments, which is intended to replace the existing foreign investment related laws and regulations (the "Existing Laws") and introduce a more market-based regulatory regime for foreign investments into China.Current RegimeChina currently has three major pieces of legislation governing foreign investments: the Sino-Foreign Joint Venture Law passed in 1979 (the "Equity JV Law"), the Foreign Enterprise Law passed in 1986 (the "WFOE Law") and the Sino-Foreign Co-operative Joint Venture Law passed in 1988 (the "Co-operative JV Law"). A particular form of entity is allowed to be set up in Chin
Client Alert | January 23, 2015
New York partner Joerg Esdorn and of counsel Yair Y. Galil are authors of "Loan Covenant Checklist: Restricted Payments" [PDF] published by Practical Law.
Article | January 1, 2015
On October 14, 2014, the Bankruptcy Court for the Southern District of New York issued a bench ruling in the In re MPM Silicones, LLC (Momentive) Chapter 11 cases, which serves as a stark reminder of the function and importance of carefully drafted and negotiated intercreditor agreements in a Chapter 11 context.
Client Alert | November 12, 2014
New York partner Janet Vance is the author of "An Expert’s View: Mid-Year Trends in Large Cap and Middle Market Loan Terms" [PDF] that “examines issues around OFAC and anti-money laundering representations and describes factors that may affect middle market deal activity.” The article was published in the July/August 2014 issue of Thomson Reuters's Practical Law The Journal.This material from Practical Law The Journal has been reproduced with the permissions of the publisher, Thomson Reuters.
Client Alert | July 17, 2014
After a public consultation period of three months, the PRC State Administration of Foreign Exchange ("SAFE"), China's foreign exchange control authority, issued the Foreign Exchange Administration Rules on Cross-border Guarantees (the "New Rules") on May 19, 2014.
Client Alert | May 20, 2014
Gibson Dunn's leading practitioners and special guests review the current landscape of mergers and acquisitions and discuss key developments and trends shaping the global market.
Webcasts | March 6, 2014
Washington, D.C. of counsel Daniel Chung and New York associate William Han are the authors of "China's AIC: A Familiar Face Now on the Global Anti-Corruption Map" [PDF] published in the January 17, 2014 edition of Bloomberg BNA's Antitrust & Trade Regulation Report.
Article | January 17, 2014
On October 23, 2013, the Securities and Exchange Commission (the SEC or the Commission) approved the release of proposed "crowdfunding" rules implementing Title III of the 2012 Jumpstart Our Business Startups Act (the JOBS Act).
Client Alert | November 11, 2013
On February 28, 2013, the Versailles Court of Appeals adopted two new Safeguard Plans for CMBS borrower, Heart of la Défense SAS (HOLD), and its Luxembourg parent company, Dame Luxembourg SARL (Dame).
Client Alert | March 7, 2013
Dallas partner Robert Little and associate Chris Babcock are the authors of “Walking the High Wire: Guidelines for Board of Director Designees Of Private Equity Funds, Activist Stockholders and Other Investors” [PDF] published in the December 10, 2012 issue of Bloomberg/BNA's Securities Regulation & Law Report.
Client Alert | December 10, 2012
On September 28, 2012, the Financial Industry Regulatory Authority, Inc. ("FINRA") (f/k/a National Association of Securities Dealers, Inc. ("NASD")) filed proposed rule changes to NASD Rule 2711 with the Securities and Exchange Commission (the "SEC").
Client Alert | October 11, 2012
On August 22, 2012, the SEC's Division of Trading and Markets (the "Staff") released Frequently Asked Questions ("FAQs") providing the Staff's views on provisions of the Jumpstart Our Business Startups Act ("JOBS Act") relating to research analysts and underwriters.
Client Alert | September 4, 2012
New York partner Glenn Pollner is the author of "The JOBS Act: What It Means for Capital Markets Practices and Capital-Raising Strategies" [PDF] appearing as a chapter in the 2012 Edition of Aspatore's Inside the Minds: Recent Developments in Securities Law.
Client Alert | September 1, 2012
New York partner Eduardo Gallardo is the author of "An Expert's View" [PDF] published in the September 2012 issue of PLC's Practical Law The Journal.
Client Alert | September 1, 2012
Paris partner Jean-Philippe Robé and London partner Wayne McArdle are the authors of "Coeur Défense Judgment Broadens Scope of French Safeguard Procedures" [PDF] published in the Second Quarter 2012 issue of INSOL World.
Client Alert | June 11, 2012
On April 5, 2012, President Obama signed the Jumpstart Our Business Startups Act ("JOBS Act" or the "Act") into law. While the Act and recent commentary have focused primarily on common equity issuances by "Emerging Growth Companies" (or "EGCs"), the JOBS Act also impacts companies that have issued only debt securities in registered transactions, typically pursuant to an "A/B" exchange for privately offered high-yield debt securities.
Client Alert | April 23, 2012
To update our alert of March 28, President Obama signed the Jumpstart Our Business Startups Act ("JOBS Act") into law today. We believe the JOBS Act is the most significant modernization of the federal securities laws since the Securities and Exchange Commission's 2005 Securities Offering Reform.
Client Alert | April 5, 2012
On March 27, 2012, the House passed the Jumpstart Our Business Startups Act ("JOBS Act"), as amended and passed by the Senate on March 22. It is widely anticipated that President Obama will quickly sign the JOBS Act into law.
Client Alert | March 28, 2012
Implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd Frank Act") requires agencies to promulgate hundreds of new rules. The Commodity Futures Trading Commission ("CFTC") is at the forefront of implementing the derivatives title of Dodd-Frank, and is approximately halfway through issuing roughly 50 new rules. When Congress was considering the Dodd-Frank Act, a principal hallmark of the legislation was increased transparency. The real-time public reporting rule, recently issued by the CFTC, will dramatically change the content and amount of derivatives transactional information that is shared with the public. It also imposes new and potentially daunting burdens on companies that use derivatives products.T
Client Alert | March 23, 2012
New York partner Joerg Esdorn and of counsel Yair Y. Galil are authors of "Letter of Credit Migration" [PDF] published by Practical Law.
Article | July 1, 2011
Printable PDF Dodd-Frank Wall Street Reform and Consumer Protection Act Signed by the President On July 21, 2010, President Barack Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act, the most sweeping financial reform legislation in over a generation.
Client Alert | July 23, 2010