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High Court confirms objective standard of reasonableness in the determination of the Close-out Amount

In Lehman Brothers Special Financing Inc. v National Power Corporation and another [2018] EWHC 487 (Comm), the High Court ruled that the requirement to use "commercially reasonable procedures" to produce a "commercially reasonable result" in determining the Close-out Amount under the 2002 ISDA Master Agreement was to be assessed by reference to an "objective" standard of reasonableness. This decision emphasises the need for close scrutiny of the exact contractual wording in question in determining the ambit of any contractual discretion.

Forget about the price tag: what else must a bidder offer?

In two recent high-profile takeovers, bidders gave binding commitments as to the conduct of the target business post-completion, in order to protect broader stakeholder interests. This legal briefing considers the regulatory framework for these commitments, and highlights that a bidder needs to consider not only the price to offer shareholders, but also what protections it is extending to other stakeholders.

Brexit and financial services: one year to go, but where are we going?

It has been exactly twelve months since the UK submitted its notification of withdrawal from the EU under Article 50 of the Treaty on European Union. In twelve months' time, assuming that there has been no agreed extension of the negotiating period or permitted revocation of the withdrawal notification, the UK will officially leave the EU and become a "third country".

Centerbridge-led consortium acquires Canopius

Travers Smith LLP has advised the senior executive team of Canopius in relation to the negotiation of their equity terms as part of its acquisition by a private equity consortium led by Centerbridge Partners, L.P., which includes private investment firm Gallatin Point Capital LLC.

A global perspective on commercial lease covenants

The UK’s real estate market attracts significant levels of investment from across the world, and many global corporate occupiers. It is not unusual for one or more of the landlord, tenant or guarantor in a commercial letting to be an entity based outside England and Wales.

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