Ari Blaut, Neal McKnight, Richard Pollack and Daniel Loeser Co-author Article on Minority Investments in Deal LawyersMay 1, 2016
In its May-June issue, Deal Lawyers published an article titled “Structuring Considerations for Minority Investments” authored by Messrs. Blaut, McKnight, Pollack and Loeser. The article explored the Delaware Chancery Court’s recent decision in Wilmington Savings Fund Society v. ForeSight Energy. The ruling held that a minority investment had triggered a change of control, which led to the company defaulting under an indenture for high-yield notes because it had not made an offer to repurchase outstanding notes within a specific time frame that a change of control mandated. The article laid out key considerations for structuring minority investments in light of this decision, including careful analysis of change of control provisions, transfer restrictions, call options, governance rights and declaratory judgment.