Duane McLaughlin

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The following is part of our annual publication Selected Issues for Boards of Directors in 2026. Explore all topics or download the PDF.

The private credit market has reached a pivotal stage in its growth, with direct lending now matching the broadly syndicated loan market at $1.5-2 trillion in size and forecast to reach $3 trillion by 2028. Furthermore, private credit has expanded beyond direct lending to include other strategies including asset-backed finance and debt-equity hybrid capital. What began as an alternative to traditional bond and syndicated loan markets for smaller deals or where those markets were not available has evolved into a key segment of global capital markets, reshaping how companies, including large public companies, access financing.Continue Reading Outlook for Private Credit in 2026

I. Executive Summary

This memo examines the key similarities and distinctions between US “SunGard” conditionality practices and European “Certain Funds” requirements for acquisition financings, providing practical guidance for structuring competitive bids and managing closing processes in cross-border transactions. As cross-border M&A and private equity activity between the US and UK/European markets continues to grow, it is increasingly important for buyers and sellers alike to understand these fundamental differences and how successful deal execution depends on financing conditionality.Continue Reading Cross-Border Acquisition Financing – Navigating “SunGard” Conditionality and Certain Funds Requirements

On May 31, 2018, Cleary Gottlieb submitted a comment letter to MSCI regarding its public consultation on the treatment of unequal voting structures in the MSCI Equity Indexes.  Cleary’s letter asserts that the approach in the proposal is highly problematic, arguing that the composition of broad equity market indexes is the wrong mechanism to address…