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Securities Act of 1933 Registration Statement Mergers

The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better... more +
The Securities Act of 1933 is a United States federal statute enacted in response to the stock market crash of 1929 and the ensuing Great Depression. The Act has two primary purposes: 1) to give investors better access to material information prior to investing 2) ensure that transactions are not based on fraud. In order to effectuate its dual goals, the Act requires that any offer or sale of securities is registered with the SEC. less -
A&O Shearman

Middle District Of Tennessee Pares Claims In Putative Class Action Against Healthcare Company And Its Previous Owner

A&O Shearman on

On November 19, 2019, Judge William M. Campbell of the United States District Court for the Middle District of Tennessee granted in part and denied in part motions to dismiss a putative class action under the Securities Act...more

A&O Shearman

New York State Court Dismisses Securities Act Claims, Despite Holding That Claims Did Not "Sound In Fraud" And No Heightened...

A&O Shearman on

On September 26, 2019, Justice Saliann Scarpulla of the New York State Supreme Court, County of New York, Commercial Division, dismissed a putative class action against a dental products and services company and certain of...more

Allen Matkins

How To Avoid A Section 11 Liability In A Stock-For-Stock Merger

Allen Matkins on

John Jenkins at DealLawyers.com recently wrote about Section 11 claims being filed in state court by purchasers in stock-for-stock mergers. Section 11 of the Securities Act of 1933 authorizes a cause of action against...more

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