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Special Purpose Acquisition Corporations: Specs to Consider When Structuring Your SPAC - Part I

A special purpose acquisition corporation, commonly known as a "SPAC," and formally a "development stage company," is a corporation formed for the purpose of raising capital through an initial public offering ("IPO") of its securities, in order to fund an acquisition of an existing operating...

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A Merger Corporate Counsel Will Applaud

Editor: What were the reasons for the merger of Collier Shannon and Kelley Drye? Kirk: The merger does a number of important things for Kelley Drye. It gives us a significant presence in DC and Virginia, raising our bench strength of professionals there from 50 plus to over 150. We had been in...

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America's Challenge: Security & Freedom

We exist today in a time of great challenge to the security and lives of the American people. We have previously confronted, to be sure, threats to our national security. But today we face a new threat by movements that use individuals to potentially infiltrate our communities, and to strike at us...

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How Executive Employment Agreements Work In Practice

It is no secret that, regardless of its other assets, no company will succeed for long without the leadership of effective senior management. As a result, structuring employment agreements to attract senior management and properly incentivize them should be a priority for every company seeking to...

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In Pari Delicto In The Bankruptcy Courts - Big Changes In The Offing?

The term in pari delicto refers to a plaintiff's participation in the same wrongdoing as the defendant. In the bankruptcy context, the principle, also known as the Wagoner rule in the Second Circuit,1 is usually invoked by defendants seeking to bar a debtor corporation from asserting a claim...

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Partnering: One Size Does Not Fit All

Editor: Would each of you tell our readers something about your professional experience? Manishin: I am a partner at Kelley Drye & Warren and head the litigation practice group in metropolitan Washington, DC. My principal specialty is complex litigation involving technology issues, and...

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Former U.S. Independent Counsel Shares Views On White-Collar Issues

Editor: You have had a very distinguished career. Tell us about some of the highpoints? Ray: What has had the greatest impact on my career, which really set the stage for everything else, were the 13 years that I spent as a federal prosecutor. The most unusual aspect of that was that half of...

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