This article examines the decades-long decline of investor protections enshrined in the
Securities Act of 1933, most notably Section 11, which imposes near strict liability on …

Two innovative methods of subordinating first-lien lenders to newly issued debt—so-called
dropdown and uptier transactions—have become important options when a restructuring …

ABSTRACT A standard feature of the private equity industry," side letters" are confidential
agreements between the sponsor and individual investors that give the latter special rights …

Many scholars have criticized the bargaining outcomes in private equity funds.'Over the
years, academic critics have referred to private equity funds as an" incubator for agency …

Once upon a time, a successful startup would reach a certain stage and then" go public"-
selling securities to ordinary investors, perhaps listing on a national stock exchange, and …

Private equity's biggest backers are public pension plans. Sometimes held up as an elite
private contracting setting,'the $4.5 trillion private equity industry2 is actually funded in …

This Article provides the first comprehensive examination of an emerging practice within the
private equity sector—continuation funds. Continuation funds break from the traditional …

MyTheresa was particularly valuable to its parent company Neiman Marcus (" Neiman"). i As
an online retailer, it was immune from the decline of brick-and-mortar luxury retail that …

1 376 US 254 (1964). 2 Though Sullivan originally spoke only of" public officials," later cases
have broadened the rule to cover" public figures" as well. See discussion infra Section II. D …

Fundamental questions regarding the constitutional order in the United States are much
discussed and disputed. For example, there is a longstanding debate between originalists …