Disclosure as Defense: When Written Offering Materials Negate Claims of Fraudulent Misrepresentation

In Cortlandt St. Recovery Corp. v. TPG Capital Mgt., L.P., 2026 N.Y. Slip Op. 02775 (1st Dept. May 5, 2026), the Appellate Division, First Department, examined the limits of fraud claims arising from complex private‑equity financing transactions. Cortlandt alleged that two private equity firms used dividend recapitalizations and misleading offering materials to extract value from an acquisition through debt‑funded equity redemptions, ultimately rendering the issuer insolvent...... By: Freiberger Haber LLP