WORD OF THE DAY® for Hedge Funds – Accelerated Share Repurchase
On June 29, 2015, the United States Court of Appeals for the Second Circuit affirmed the decision of the United States Bankruptcy Court for the Southern District of New York, which held that claims asserted by counterparties...more
This is the second in a series of Alerts regarding the proposals made by the American Bankruptcy Institute’s Select Commission to Reform Chapter 11 Business Bankruptcies. It covers the Commission’s recommendations about the...more
On May 20, the Securities Exchange Commission proposed changes to rules affecting the reporting and disclosure obligations of registered investment companies and advisers.
Investment Company Proposals: The SEC...more
European Commission Requests 11 Member States to Implement Bank Recovery and Resolution Directive (BRRD) -
On May 28, 2015, the European Commission published a press release announcing that it has requested 11 member...more
Last month, Orrick’s Restructuring team began a three-part look at the American Bankruptcy Institute’s Chapter 11 Reform Report. In part one we looked at issues related to confirmation, valuation, financing and asset sales....more
ESMA Publishes Final Technical advice on the MiFID II Directive and MiFIR -
On December 19, 2014, the European Securities and Markets Authority (ESMA) published final technical advice (ESMA/2014/1569) to the European...more
Latham & Watkins partner Rafal Gawlowski explains the Hedge Funds term Accelerated Share Repurchase, a method used by an issuer to buy back its own shares from the market via a dealer. For additional definitions of hedge fund...more
Coca-Cola’s decision to scale back the use of its equity compensation plan and adopt “equity stewardship guidelines” has certainly received a lot of press – for an equity plan, that is. (See for example, these pieces, in the...more
According to “Companies’ Stock Buybacks Help Buoy the Market,” by Dan Strumpf, published in the WSJ on September 15, 2014, “[c]ompanies are buying their own shares at the briskest clip since the financial crisis, helping fuel...more
Steven Stokdyk is the global Co-chair of Latham & Watkins’ Public Company Representation Practice. He has extensive corporate, finance and acquisition experience representing companies, principal investors and investment...more
In this memorandum opinion, the Delaware Court of Chancery denied defendant’s motion to dismiss, finding that plaintiffs had standing and sufficiently pled their breach of contract claim.
When you pop the question, “Will you co-found with me?”, you are probably not already thinking about separation.
However, not all partnerships will go the distance. Personalities will clash. Creative visions will...more
In Blaustein v. Lord Baltimore Capital Corp., No. 272, 2013, 2014 Del. LEXIS 30 (Del. Jan. 21, 2014), the Delaware Supreme Court held that a closely-held corporation’s directors owe no fiduciary duty to decide, free from...more
Judge James M. Peck of the Bankruptcy Court for the Southern District of New York held, on June 25, 2013 (the “Lehman Op.”), that claims under repurchase transactions (“Repos”) do not qualify as customer claims and therefore...more
In recent months, a number of companies have repurchased or announced plans to repurchase their shares. Management and boards of directors overseeing companies with significant cash stockpiles yet finding fewer mechanisms to...more
In This Issue:
Regulatory Updates -
FINRA overhaul of communications rules becomes effective and ICI and CoC appeal Rule 4.5 ruling.
Enforcement + Litigation -
Enforcement Division priorities target hedge...more
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