On October 10, 2023, the SEC adopted rule amendments related to Section 13 beneficial ownership reporting rules (the “Final Rules”). In brief, the Final Rules accelerate the filing deadlines for Schedules 13D and 13G,...more
10/25/2023
/ Beneficial Owner ,
Business Ownership ,
Corporate Counsel ,
Derivatives ,
Final Rules ,
Regulatory Reform ,
Reporting Requirements ,
Schedule 13D ,
Schedule 13G ,
Section 13 ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
The Delaware Chancery Court has issued a decision with major implications for sponsors and directors of Delaware incorporated special purpose acquisition companies (SPACs). In re MultiPlan Corp. Stockholders Litigation is a...more
1/13/2022
/ Breach of Duty ,
Business Plans ,
Entire Fairness Standard ,
Fiduciary Duty ,
Initial Public Offering (IPO) ,
Investment ,
Merger Agreements ,
Motion to Dismiss ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Stock Prices
Until the last month, the market in the U.S. for special purpose acquisition company (“SPAC”) IPOs has been booming. For example, in the first three months of 2021, there were 298 IPOs of U.S. SPACs, which raised in aggregate...more
Following these ten steps will prepare SPAC boards, sponsors, and advisors for the likely shareholder suits and potential regulatory investigations that are increasingly becoming part of the SPAC landscape....more
In Stobart v Tinkler [2019] EWHC 258 (Comm), the high court has taken an extremely restricted view of the freedom of a dissident director to take his case outside the boardroom. At the same time, the court largely endorsed...more
4/17/2019
/ Board Members ,
Business Litigation ,
Companies Act ,
Confidential Information ,
Director Removal ,
Fiduciary Duty ,
Public Communications ,
Publicly-Traded Companies ,
Resignation ,
Shareholders ,
UK
The U.S. Securities and Exchange Commission (the “SEC”) approved a final rule on December 18, 2018 implementing Section 955 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”). ...more
On October 16, 2018, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued a post-trial opinion in In re PLX Technology Inc. Stockholder Litigation, a dispute arising from the August 2014 merger between...more