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Disclosure Requirements Acquisitions

Mintz - Health Care Viewpoints

New York Department of Health Publishes Material Transactions Reporting Form

In our February 14, 2025 blog post, we detailed a proposed expansion of Article 45-A of New York’s Public Health Law (hereinafter, the Disclosure of Material Transactions Law) included in the proposed Fiscal Year 2026 New...more

Proskauer - Health Care Law Brief

NY DOH Publishes Electronic Material Health Care Transaction Reporting Form, Increasing Disclosure Requirements to Include...

On May 15, 2025, the New York State Department of Health (“DOH”) announced the launch of the electronic Material Transaction Reporting Form for health care transactions (“Electronic Form”). To assist reporting entities in...more

Rivkin Radler LLP

NYS DOH Releases New Electronic Material Transaction Form

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Just last week, we reported that the 2025/26 NYS Budget Bill did not include a provision that would have increased the requirements for seeking Department of Health (DOH) approval of a material healthcare transaction (which...more

Holland & Knight LLP

New York State Department of Health Publishes Form of Material Transactions Notice

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The New York State Department of Health (DOH) published on May 15, 2025, the long-awaited electronic Material Transaction Notice Form (the Form), which replaces its prior email submission process with a portal filing for...more

Blake, Cassels & Graydon LLP

Les ACVM annoncent des mesures destinées à renforcer la compétitivité des marchés canadiens

Étant donné l’incertitude persistante qui règne sur les marchés et qui a entraîné un ralentissement des premiers appels publics à l’épargne (les « PAPE ») au Canada au cours du premier trimestre de 2025, les Autorités...more

White & Case LLP

DOJ Secures First-Ever Guilty Verdict in Criminal Labor Market Antitrust Case: Conviction Also Highlights Fraud Risks in M&A Sale...

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A federal jury in Las Vegas has convicted Eduardo "Eddie" Lopez, a former executive of a home healthcare staffing company, on charges of wage-fixing and wire fraud. The conviction marks the first successful jury verdict for...more

Morris James LLP

Chancery Dismisses Claims That a Merger Involved a Conflicted Controller but Allows Limited Discovery Into Alleged Disclosure...

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Whether a party is a controlling stockholder in a conflicted transaction determines the standard of review. If a stockholder owns more than 50% of the voting shares and therefore can control the board, there is no question it...more

EDRM - Electronic Discovery Reference Model

HSR Filings Fall Sharply in March 2025, Lowest Monthly Total Since Early Pandemic

ComplexDiscovery Editor’s Note: The March 2025 Hart-Scott-Rodino (HSR) filings dropped to 89 transactions, marking the lowest monthly total since the early months of the COVID-19 pandemic in April and May 2020. This...more

HaystackID

March 2025 HSR Filings Hit Five-Year Low Amid Regulatory Overhaul and Legal Challenge

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The federal premerger notification program administered under the Hart-Scott-Rodino (HSR) Act recorded just 89 transactions in March 2025, marking the lowest monthly filing total in nearly five years. This downturn is the...more

Morris James LLP

Chancery Finds Sufficiently Pled Fiduciary Duty Claims Relating to De-SPAC Transaction

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Solak v. Mountain Crest Capital LLC, et al., C.A. No. 2023-0469-SG (Del. Ch. Oct. 18, 2024) - The Court of Chancery found that the plaintiff stated legally-sufficient claims in connection with a merger transaction against...more

Mintz - Health Care Viewpoints

New York Department of Health Issues Long-Awaited FAQs for New York’s Disclosure of Material Transactions Law

The first quarter of 2025 has been eventful for New York’s Disclosure of Material Transactions Law. As discussed in our recent blog post, the proposed Fiscal Year 2026 New York State Executive Budget (FY 26 Executive Budget)...more

Blake, Cassels & Graydon LLP

Fusions et acquisitions au Canada : Foire aux questions sur les F&A de sociétés ouvertes

Notre brochure Foire aux questions répond aux questions courantes au sujet de la réglementation des F&A de sociétés ouvertes. Cette ressource complète traite de sujets clés et contient de l’information essentielle pour vous...more

McDermott Will & Emery

Colorado SB 25-198 Would Expand Notice Requirements for Material Change Healthcare Transactions

On March 5, 2025, the Colorado state legislature introduced Senate Bill (SB) 25-198, aiming to expand Colorado’s licensed hospital notice requirements for material healthcare transactions and impose notification and...more

Cadwalader, Wickersham & Taft LLP

SEC Updates Guidance on Lock-Up Agreements and Cash Tender Offers

The Securities and Exchange Commission (SEC) has recently updated Compliance and Disclosure Interpretations (C&DIs) regarding lock-up agreements and tender offers, offering notable clarifications for corporations considering...more

BCLP

UK Corporate Briefing - April 2025

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Welcome to the Corporate Briefing, where we review the latest developments in UK corporate law that you need to know about....more

Troutman Pepper Locke

Recent SEC Corp/Fin Interpretations of Interest

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In new Compliance and Disclosure Interpretations (see CDIs 256.35 and 256.36) and a related no-action letter (Latham & Watkins LLP, March 12, 2025), the staff of the Securities and Exchange Commission’s Division of...more

Holland & Knight LLP

New York State Department of Health Issues Long-Awaited Guidance on Material Transactions Law

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The New York State Department of Health (DOH) has published a set of Frequently Asked Questions (FAQs) to provide guidance on the "Disclosure of Material Transactions" law that took effect on Aug. 1, 2023. Pursuant to Article...more

A&O Shearman

UK FCA Primary Market Bulletin 54

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The Financial Conduct Authority (FCA) has published its Primary Market Bulletin 54 in which it discusses strategic leaks and unlawful disclosure. The FCA reports that it has seen an increase in instances where material...more

Mayer Brown Free Writings + Perspectives

SEC Updates Guidance on the Use of Lock-Up Agreements in Rule 145(a) Transactions

On March 6, 2025, for the first time since 2008, the staff (the “Staff”) of the Securities and Exchange Commission updated its guidance on the use of lock-up agreements in connection with Rule 145(a) transactions (i.e.,...more

Cohen & Gresser LLP

Reading the Tea Leaves on Registration and Disclosure Requirements

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The Securities and Exchange Commission (SEC) under the current Trump administration has swiftly adopted a new agenda. Some of the first initiatives dealt with shareholder engagement and shareholder proposals. These...more

BCLP

SEC Staff Issues New Guidance on M&A Lockups and All-cash Tender Offers

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The SEC staff recently published new guidance for voting commitments in public M&A transactions and all-cash tender offers....more

Cooley LLP

New CDIs related to M&A

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Corp Fin has just posted some new CDIs related to M&A transactions, more specifically, a revised CDI related to Form S-4 and lock-up agreements and a new group of CDIs related primarily to material changes in tender offers....more

White & Case LLP

SEC Expands Accommodations for Issuers Submitting Draft Registration Statements

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On March 3, 2025, the staff of the US Securities and Exchange Commission’s Division of Corporation Finance issued an announcement expanding accommodations available for issuers to submit draft registration statements for...more

Blake, Cassels & Graydon LLP

Canadian Mergers and Acquisitions: Public M&A FAQs

Our FAQs brochure answers common questions about the regulation of public M&A in Canada. This comprehensive resource addresses key topics and essential insights to help navigate the complex landscape of public M&A deals in...more

Conyers

BVI Corporate Review – Q4 2024

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Welcome to the final edition of our Quarterly Corporate Update for 2024 covering recent developments in the British Virgin Islands. The fourth quarter of 2024 saw continued strong activity in the BVI office. Our corporate...more

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