In this chapter, we put forth a case study of Elon Musk's acquisition of Twitter. We detail the legal and contractual issues that arose as the parties disputed whether Musk was required to complete the acquisition. We also conduct a study of a sample of 21 transactions that resulted in material adverse change (MAC) litigations, which provide empirical support that modern private equity acquisition agreements, exemplified by the Twitter/Musk dispute, result in deals that are more likely to close. We thus argue that the Twitter/Musk transaction is an excellent case study in contractual certainty and in the evolution of private equity contracts post-2008 Financial Crisis to address this uncertainty. The Musk/Twitter dispute also highlights the role of direct and clear litigation channels in the enforcement and completion of transactions.
The past decade has been one of rapid and sweeping changes in international politics and economics. Unlike international trade and investment, the...
In this chapter, we put forth a case study of Elon Musk's acquisition of Twitter. We detail the legal and contractual issues that arose as the parties...
This chapter examines national security implications in cross-border mergers and acquisitions (M&A) transactions. It details the rise in prominence of...
In May 2025, an important and largely unnoticed development occurred in the corporate-law competition among states. In response to Delaware’s SB 21...
The Article provides the first comprehensive analysis of Nevada’s statutory amendments, legislative history, and case law. It shows that Nevada...
Patients with neurally connected AI implants have reported the sense of self-estrangement or identity rupture. That is, while the implant often...
In today's global markets, commercial contracts are the backbone of complex financial and corporate transactions. Yet despite their centrality, these...
The Department of Defense's struggles to obtain repair rights from private contractors have reached crisis levels, with military personnel facing...
Academic and market interest in environmental, social, and governance (ESG) investing has grown markedly in recent years. Although less prominent, a...
Incentives for individuals to save for retirement currently total 1.5% of US GDP. For that substantial investment, we get a system that actually...
Earlier this year, President Donald Trump suggested that there could be “an interesting problem” with the Treasury market that would justify non...
We teach entrepreneurship law clinics in which our students do transactional work on a wide range of matters, including business formation, contracts...
When governments issue bonds they usually have to provide plenty of disclosure to entice investors. These days this often includes information on the...
Although ethical critiques of markets are longstanding, modern academic debates about the ‘moral limits of markets’ (MLM) tend to be fairly limited in...
Corporate social responsibility (“CSR”) has a tax problem. The field encourages companies to do more for society than the minimum that is legally...
Crosspollination between the transitional justice (tj) and business and human rights (B&H) fields has led to a growing scholarly focus on the role of...
The recently-announced $50 billion loan package from the G7 nations to Ukraine fell short of the $300 billion or so hoped for by the designers of its...
This Article shows that, contrary to the recommendation of much recent legal scholarship, courts rarely found that business restrictions during the...