Rosa Testani

Akin Gump Strauss Hauer & Feld LLP

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SEC Votes to Adopt Rule Amendments to Modernize Disclosures of Business, Legal Proceedings, and Risk Factors Under Regulation S-K

On August 26, 2020, the Securities and Exchange Commission (SEC) voted to adopt amendments that modernize the description of business (Item 101), legal proceedings (Item 103) and risk factor disclosures (Item 105) that...more

9/3/2020 / Amended Rules , Corporate Governance , Disclosure Requirements , Publicly-Traded Companies , Registration Statement , Regulation S-K , Risk Assessment , Securities and Exchange Commission (SEC) , Securities Regulation

SEC Staff Issues New C&DIs Clarifying Financial Information Required for Draft Registration Statements

On August 17, 2017, the Securities and Exchange Commission (SEC) Staff issued new Compliance and Disclosure Interpretations (C&DIs) that clarify the financial information that Emerging Growth Companies (EGCs) and non-EGCs may...more

8/24/2017 / C&DIs , Draft Documents , Emerging Growth Companies , Financial Statements , Fixing America’s Surface Transportation Act (FAST Act) , Initial Public Offering (IPO) , Registration Statement , Securities and Exchange Commission (SEC)

SEC Staff Issues C&DI on Form S-3 Transaction Requirements

On November 2, 2016, the Staff of the Division of Corporation Finance of the U.S. Securities and Exchange Commission (SEC) issued new guidance in the form of Compliance and Disclosure Interpretation Question 116.25 (C&DI...more

11/8/2016 / C&DIs , Corporate Issuers , Form S-3 , Publicly-Traded Companies , Registration Statement , Securities and Exchange Commission (SEC)

Second Circuit Upholds Sanofi Dismissal Despite Omnicare

In its first published opinion applying the Supreme Court’s landmark ruling in Omnicare, Inc. v. Laborers District Council Construction Industry Pension Fund, 135 S. Ct. 1318 (2015), the 2nd Circuit has offered relief to...more

3/11/2016 / Corporate Counsel , Material Misstatements , Omnicare v Laborers District Council , Pharmaceutical Industry , Popular , Registration Statement , SCOTUS , Securities Exchange Act

High Court Announces New Standard for Opinion Statements

The U.S. Supreme Court found middle ground in Omnicare this week, holding that issuers’ statements of opinion issued in registration statements can be the basis for liability under Section 11 if either the speaker does not...more

3/30/2015 / Material Misstatements , Omnicare , Omnicare v Laborers District Council , Registration Statement , SCOTUS , Section 11 , Securities Act of 1933

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