William B. Sorabella - Partner

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William B. Sorabella

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New York
Phone: +1 212-446-4932
Fax: +1 212-446-6460
Overview News Events Publications
6/29/2007 - M&A Update
Kirkland & Ellis LLP
M&A Notes: Are Broad Pre-Signing Market Checks Required? -- A Recent Delaware Case Objects to the Exclusion of Strategic Buyers in a Limited Sale Process

A recent Delaware Chancery Court case found that a board of directors' and its special committee's decisions to contact only potential private equity buyers and to not contact any potential strategic buyers prior to entering into a "going private" merger agreement was likely to be found to be unreasonable.  In this edition of M&A Notes, Kirkland partners Stephen Fraidin and William Sorabella discuss this recent finding.

1/19/2005 - M&A Update
Kirkland & Ellis LLP
M&A Notes - January 19, 2005

NASD recently requested comment on whether it should propose rules to regulate the identification and disclosure of conflicts of interest of investment banks rendering fairness opinions and to require investment banks to follow specified procedures when rendering fairness opinions.  In this issue of M&A Notes, Kirkland partners Thomas W. Christopher and R. Scott Falk, and associate William B. Sorabella offer their views on these matters.

6/30/2004 - M&A Update
Kirkland & Ellis LLP
M&A Notes - June 30, 2004

In what is apparently a case of first impression, the United States Court of Appeals for the Second Circuit found that a stockholder opposing a merger cannot mail to the subject company's other stockholders a duplicate copy of the company's proxy card without complying with the proxy rules of the Securities Exchange Act of 1934.  In this edition of M&A Notes, Kirkland partners Thomas W. Christopher and Andrew E. Nagel, and associate William B. Sorabella discuss this ruling and its implications.

2/23/2004 - Alert
Kirkland & Ellis LLP
SEC Issues Additional Guidance Regarding MD&A
The Securities and Exchange Commission recently issued additional interpretive guidance regarding the disclosure templated by Management's Discussion and Analysis of Financial Condition and Results of Operations (commonly referred to as MD&A). MD&A is required to be included in most periodic reports filed with the SEC under the Securities Exchange Act of 1934 and many registration statements filed with the SEC under the Securities Act of 1933. The SEC's guidance is intended to improve the quality of the disclosure in MD&A to make MD&A easier to follow and understand.
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