News & Analysis as of

Arbitrage

Investment Funds Update: Europe: Legal and regulatory updates for the funds industry from the key asset management centres and...

by Dechert LLP on

CSSF Statement Confirming Support of ESMA's Position on Supervisory Convergence/Regulatory Arbitrage - The CSSF published a statement confirming its support of ESMA’s position on the matter of supervisory convergence /...more

Corporate and Financial Weekly Digest - Volume XII, Issue 21

SEC/CORPORATE - Delaware Chancery Court Decision Demonstrates Continuing Risk to “Appraisal Arbitrage” In a stark application of the adage that one should be careful what one wishes for—because one may get it—on May 30,...more

UK: FCA General Insurance and Protection Sector Views 2017

by Hogan Lovells on

The FCA has outlined the current trends, risks and its overall assessment of the General Insurance sector in its 2017 Sector Views, published last week.  ...more

New Regulations on Issue Price of Tax-Exempt Bonds

by Foley & Lardner LLP on

On December 9, 2016, the Department of the Treasury and Internal Revenue Service (IRS) published final regulations on the definition of “issue price,” for purposes of the arbitrage rules that apply to tax-exempt bonds....more

Introduction to Tax For Public Finance – Tax Presentation

Introduction to Tax for Public Finance - • What is the tax-exemption for state and local bonds? • Types of tax-exempt bonds • Overview of federal income tax requirements... Please see full Publication...more

Treasury/IRS Provide Early Holiday Present: Final “Issue Price” Regulations Released

After two sets of proposed regulations, Treasury and IRS have now released final regulations on the definition of “issue price” for purposes of arbitrage investment restrictions that apply to tax-advantaged bonds (the “Final...more

Final Treasury Regulations Defining Issue Price

For a variety of reasons related to arbitrage, it often is important to identify the "issue price" of tax-exempt bonds with precision and certainty. Existing Treasury Regulations generally allow the "issue price" of publicly...more

What’s Happening in Delaware M&A – Summer 2016

by Perkins Coie on

This update provides a summary of recent Delaware caselaw and statutory developments concerning mergers and acquisitions, including new cases regarding appraisal rights, fraud claims and fiduciary duty and deal process...more

Appraisal Arbitrage: Heads I Win, Tails You Lose

by Pepper Hamilton LLP on

Delaware state courts have seen a rise in appraisal petitions filed by shareholders dissenting from mergers, with 34 actions filed in the first half of 2016, compared to 16 in all of 2012, according to a recent Wall Street...more

UK Financial Regulatory Developments - June 2016 #5

by Dentons on

Payments UK publishes consumer payment guide - Payments UK has published a guide to help consumers avoid mistakes when sending electronic payments. (Source: Payments UK publishes consumer payment guide) Law Society...more

Arbitrage and Investment Opportunities with Respect to Midstream Oil and Gas Assets

In the current price environment, highly leveraged exploration and production (E&P) companies facing liquidity-induced stress find themselves facing a dilemma. As borrowing-base cuts loom, capital markets remain tight and...more

M&A Team News - January 2016

by Cooley LLP on

Here is a look back at the top M&A developments that affected deal-making last year and a look forward to our expectations for 2016....more

Merger Price Is Best Evidence of Fair Value in Appraisal Action

by Morris James LLP on

The practice of a hedge fund buying shares in a Delaware corporation upon the announcement of a cash-out merger to then exercise appraisal rights, sometimes referred to as “appraisal arbitrage,” has generated controversy....more

UBS Puerto Rico, Others Tied to SEC Fraud Action

by Dorsey & Whitney LLP on

When the bond market collapsed in Puerto Rico many clients at UBS Financial Services Incorporated of Puerto Rico had significant losses. Many had purchased shares of UBS PR closed-end funds or CEFs. UBSPR had been selling...more

European Banking Authority Shadow Banking Guidelines – Part 3: The Rationale and Context Behind the Guidelines

by Ropes & Gray LLP on

In the third of our series of updates on the European Banking Authority (EBA) consultation paper on the draft EBA Guidelines on limits to the exposures that EU regulated banks should have to shadow banks (the Guidelines), we...more

SEC Seeks Public Input on Exchange-Traded Product Trading Issues

by Morgan Lewis on

Growth in the ETP industry has led the SEC to seek public comment on a variety of topics related to the listing and trading of ETP shares. On June 12, the US Securities and Exchange Commission (SEC) issued a release (the...more

IRS Releases New Proposed Issue Price Regulations

by Bracewell LLP on

On June 23, 2015, the IRS released new proposed Treasury Regulations (the “2015 Proposed Regulations”) concerning the definition of “issue price” for purposes of arbitrage investment restrictions on tax-exempt bonds. The...more

SEC Requests Public Comment on Issues Concerning Exchange-Traded Products

by Ropes & Gray LLP on

On June 12, 2015, the SEC published a Request for Comment (the “Request”) seeking public comment on topics related to the SEC’s oversight of the listing and trading of exchange-traded products (“ETPs”) on national securities...more

Treasury Revises Issue Price Regulations

by King & Spalding on

The Treasury Department published in the June 24, 2015 Federal Register new proposed regulations for determining the “issue price” of bonds. The same announcement also withdrew the proposed regulations published in 2013 (the...more

US SEC Seeks Public Comment on the Listing, Trading and Selling of Exchange-Traded Products

by Dechert LLP on

The Securities and Exchange Commission (SEC) issued a release (Release) on June 12, 2015 seeking public comment on topics related to the listing and trading of exchange-traded products (ETPs) on national securities exchanges...more

M&A Team News - April 2015

by Cooley LLP on

What Revlon Doesn't Require - Two decisions by the Delaware courts (In re Family Dollar Stores, Inc. and C&J Energy Services Inc. v. City of Miami General Employees' and Sanitation Employees' Retirement Trust have more...more

Increasing Hostility Towards Appraisal Arbitrage

by White & Case LLP on

Appraisal rights have become increasingly popular and controversial in recent years. While statutory appraisal remedies are intended to protect minority stockholders by enabling those who dissent to request a judicial...more

Delaware Courts’ Recent Decisions on Appraisal May Discourage Opportunistic Appraisal Arbitrageurs

by Latham & Watkins LLP on

In determining fair value, Delaware Court of Chancery and Delaware Supreme Court take cues from deal price. On February 12, 2015, the Delaware Supreme Court affirmed the Court of Chancery’s ruling in Huff Fund Investment...more

Delaware Court of Chancery Rejects Share-Tracing Standing Requirement for Appraisal Petitioners

The Delaware Court of Chancery issued companion opinions clarifying Delaware’s standing requirements for appraisal petitions under 8 Del. C. § 262. In In re Appraisal of Ancestry.com, Inc., C.A. No. 8173-VGC, 2015 WL 66825...more

“Appraisal Arbitrage” Receives Boost from Delaware Court of Chancery

An increasingly popular hedge fund strategy, commonly referred to as “appraisal arbitrage,” recently received a significant boost from the Delaware Court of Chancery. Appraisal arbitrage refers to the practice of buying...more

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