News & Analysis as of

Acquisitions Settlement

A&O Shearman

U.S. DOJ seeks rare $3.5 million “gun jumping” penalty against Legends Hospitality for pre-closing conduct in connection with its...

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On August 5, 2024, the United States Department of Justice (“DOJ”) filed a rare[1] gun jumping[2] civil lawsuit and proposed settlement in the United States District Court for the Southern District of New York against Legends...more

Holland & Knight LLP

Shady Days: SEC Secures Another Insider Trading Stat on Shadow Trading Theory

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The U.S. District Court for the Northern District of California on May 30, 2024, approved a settled final judgment against technology company Arista Networks' former chairman and CEO, Andreas "Andy" Bechtolsheim based on...more

Goodwin

Antitrust & Competition Life Sciences Quarterly Update - Q3 2023

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The FTC’s Amgen/Horizon Lawsuit Ends With a Whimper - We covered the FTC’s investigation into (and litigation challenging) Amgen’s $28.3 billion acquisition of rare disease specialist Horizon Therapeutics in our Q1 and...more

Pillsbury - Policyholder Pulse blog

Say What You Mean: Delaware Court Finds Bump-Up Exclusion Ambiguous as Applied to Mergers Versus Acquisitions

Long a feature of directors’ and officers’ (D&O) liability insurance policies, the so-called “Bump-Up” Exclusion has gotten significant attention over the last few years. Because of the recent escalation in securities...more

Akin Gump Strauss Hauer & Feld LLP

Fee Calculation Settlement Presents Broader Liability Concerns for Private Fund Managers

A recent enforcement action against two affiliated wealth management businesses raises concerns over whether and how other registered investment advisers will be subject to sanctions for issues that arise in the ordinary...more

Mintz - Antitrust Viewpoints

FTC Proposed Settlement Requires Private Equity Firm to Divest Shares, Relinquish Potential Board Seat, and Other Expansive...

The Federal Trade Commission (“FTC”), the Department of Justice Antitrust Division (“DOJ”), and the new proposed merger guidelines have all called out private equity transactions for particular scrutiny. The FTC just...more

White and Williams LLP

U.S. District Court for the Eastern District of Virginia Finds Bump-Up Exclusion Does Not Preclude Coverage for Underlying...

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In Towers Watson & Co v. National Union Fire Insurance Company, 2021 U.S. Dist. LEXIS 192480 (E.D. Va. Oct. 5, 2021), the U.S. District Court for the Eastern District of Virginia recently held that the settlements reached in...more

Benesch

Dialysis & Nephrology Digest - February 2021

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IRC completes acquisition of kidney care provider ARA - In Oct., it was revealed that Franklin, Tenn.-based Innovative Renal Care (IRC), an affiliate of equity firm Nautic Partners, would purchase American Renal...more

Bradley Arant Boult Cummings LLP

An Active Year For Health Care Antitrust Enforcement

All eyes were on health care in 2020, as the industry faced unprecedented challenges presented by the global coronavirus pandemic. Stories and images of overburdened frontline health care workers dominated the news cycle...more

Benesch

Dialysis & Nephrology Digest - October 2020 #2

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Possible settlement in class action involving ARA and stockholders - The U.S. District Court for the District of New Jersey will consider a proposed settlement of class action case involving individuals who purchased...more

Vinson & Elkins LLP

After Soaring Settlement, SFO Propels Corruption Charges Against Airbus Subsidiary

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Mere months after Airbus entered into a record-breaking, nearly $4 billion resolution with the U.S., U.K., and France to settle foreign bribery allegations, the U.K.’s Serious Fraud Office (“SFO”) moved on July 30, 2020, to...more

McDermott Will & Emery

Corporate Law & Governance Update - July 2019

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IMPACT OF EQUIFAX, FACEBOOK SETTLEMENTS - Health care industry boards should give close attention to the governance implications of recent privacy settlements entered into by Equifax and Facebook. Their unique facts...more

Thomas Fox - Compliance Evangelist

Two Type of Monitorships

Today, I want to explore the differences in two types of monitorships; a post-resolution monitorship and a pre-settlement monitorship. I am joined in this exploration by Eric R. Feldman, Senior Vice President and Managing...more

Sheppard Mullin Richter & Hampton LLP

New York Appellate Division Revives Non-Monetary Class Action Settlement in M&A Class Action with Revised Standard of Review

In Gordon v. Verizon Communications, Inc., No. 653084/13, 2017 WL 442871 (N.Y. App. Div. Feb. 2, 2017), the Appellate Division of the Supreme Court of the State of New York, First Judicial Department (the “First Department”),...more

Patterson Belknap Webb & Tyler LLP

First Department Adds Two New Factors to New York’s Standard of Review for Non-Monetary Settlements of Shareholder Class Actions

On February 2, 2017, the Appellate Division, First Department issued a unanimous decision in Gordon v. Verizon Communications, Inc., No. 653084/13, 2017 BL 31251 (1st Dep’t Feb. 2, 2017) that may have significant consequences...more

Skadden, Arps, Slate, Meagher & Flom LLP

Key Takeaways: Fourth Annual Seminar for Pharmaceutical, Biotechnology and Medical Device Companies

On October 5, 2016, Skadden hosted its Fourth Annual Seminar for Pharmaceutical, Biotechnology and Medical Device Companies. The seminar focused on the current and developing challenges facing such companies and included...more

Proskauer - Corporate Defense and Disputes

Seventh Circuit Adopts Trulia Standard for Disclosure-Only Settlements

Last week, in an opinion authored by Judge Richard Posner, the U.S. Court of Appeals for the Seventh Circuit rejected a proposed class-action settlement arising from Walgreen Co.’s acquisition of the Swiss-based pharmacy...more

Proskauer - Corporate Defense and Disputes

Key Takeaways from Cornerstone Research’s Securities Class-Action Filings 2016 Midyear Assessment

Cornerstone Research recently released its 2016 midyear assessment of federal securities class-actions filings. The report finds an increase in filings in the first half of 2016, with particular increases in M&A filings,...more

Proskauer - Corporate Defense and Disputes

In Conflict With Other Circuits, Seventh Circuit Rules That Certain Transfers Involving Financial Institution Intermediaries Not...

Section 546(e) of the bankruptcy code prohibits a bankruptcy trustee from avoiding “settlement payment[s]”, or payments “made in connection with a securities contract,” that are “made by or to (or for the benefit of)”...more

Locke Lord LLP

Record Setting Fine for Violation of HSR Reporting Requirements

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On July 12, 2016, the U.S. Department of Justice Antitrust Division (Antitrust Division) announced that it reached a settlement with ValueAct, and its related companies (ValueAct), of alleged violations of the...more

Dorsey & Whitney LLP

Failure to Disclose Best Pricing: Pharmaceutical Companies Settle FCA Claims for $784 Million

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The Department of Justice announced late last month that pharmaceutical manufacturers Wyeth and Pfizer would pay $784 million to resolve a False Claims Act investigation and qui tam lawsuit arising from Wyeth’s failure to...more

Ogletree, Deakins, Nash, Smoak & Stewart,...

Historic FCPA Settlement Reflects Increased Regulatory Focus on International Anticorruption Issues Arising from M&A Transactions

Most employers already know that violating the Foreign Corrupt Practices Act of 1977 (FCPA) has serious consequences, including significant fines. Those potential fines just got even heavier. On February 18, 2016, the U.S....more

Butler Snow LLP

Application of the FDCPA is limited by the 11th Circuit

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Recently, in Davidson v. Capital One Bank (USA), N.A., 2015 U.S. App. LEXIS 14714 (11th Cir. Aug. 21, 2015), the 11th Circuit held that banks do not qualify as “debt collectors” under the Federal Debt Collection Practices Act...more

King & Spalding

FTC Announces Proposed Settlement in Hospital Acquisition Case

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On August 22, 2013, the FTC announced a proposed settlement in its much-publicized case against one of the largest hospital systems in Southwest Georgia, and the proposed settlement is remarkable for what it will not do—it...more

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