News & Analysis as of

New Guidance Securities and Exchange Commission (SEC) Acquisitions

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

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

BCLP on

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

BCLP

SEC staff announces guidance for SPACs

BCLP on

Last week the Staff of the Division of Corporation Finance issued a statement addressing a variety of accounting, financial reporting and governance issues that a private operating company should consider before undertaking a...more

Dorsey & Whitney LLP

New Approach for the Assumption of Options in M&A

Dorsey & Whitney LLP on

A Canadian SEC reporting company that looks to acquire a company with outstanding equity grants in the United States will frequently need to address the question: What alternatives are available for the assumption of the...more

Dorsey & Whitney LLP

Can a shareholder who is unable to rely on the HSR passive investor exemption still file a Schedule 13G? Maybe, says the SEC Staff...

Dorsey & Whitney LLP on

On July 12, 2016, the US Department of Justice announced a record $11 million fine against an activist investment firm for improperly claiming an exemption from Hart-Scott-Rodino’s notification and waiting period provisions...more

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