News & Analysis as of

Securities and Exchange Commission (SEC) Initial Public Offering (IPO) Fiduciary Duty

Cozen O'Connor

Summarizing the SEC’s 2025 Examination Priorities Report, Part 2

Cozen O'Connor on

In the second part of this legal update series, we summarize the key takeaways from the Division of Examinations’ (Division) 2025 priorities report released on October 21, 2024. The Division remains focused on mainstays like...more

Morgan Lewis

DOL Removes Restrictions on Recommendations of Principal Traded Assets from Prohibited Transaction Exemption 2020-02

Morgan Lewis on

The US Department of Labor (DOL) amended Prohibited Transaction Exemption 2020-02 (PTE 2020-02) to provide relief for recommendations of all types of principal trades. This change, effective September 23, 2024 and subject to...more

Woodruff Sawyer

SPACs Poised to Turn a Corner in 2024: Annual Risk Update

Woodruff Sawyer on

Here we are again—another year of SPAC ennui. We’re hearing derisive comments about the death of SPACs, unending deadline extensions, almost 200 liquidations, 70 deal terminations, and general SPAC malaise. If you’ve followed...more

Proskauer - The Capital Commitment

Ripples Following the SPAC Wave: Litigation and Regulatory Risks

It’s a pattern we often see in boom-and-bust cycles—disputes rising in the period after a wave crests. SPAC deal volume hit an unprecedented high in 2021, but then slowed down in 2022 alongside IPOs. However, the fallout from...more

Vinson & Elkins LLP

D&O Insurance Considerations for Going Public via SPAC: Are You Covered?

Vinson & Elkins LLP on

With more than 600 special purpose acquisition companies (“SPACs”) currently looking for merger partners, private companies are likely being courted by a number of SPAC suitors....more

Pillsbury Winthrop Shaw Pittman LLP

SEC Releases Proposed Rules Targeting SPACs, Shell Companies and De-SPAC Transactions

Rule proposals, if adopted, would more closely align de-SPAC mergers with traditional IPOs with respect to disclosure requirements, marketing practices, and gatekeeper obligations. Proposed Rules would significantly...more

Goodwin

SPAC 2021 Year-End Review and 2022 Preview: Tailwinds, Headwinds, and Regulatory Landscape

Goodwin on

The SPAC market has withstood many challenges throughout 2021, including softening of the private investment in public equity (PIPE) market for a majority of the year after a very robust first quarter for initial business...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - October 2021

This quarter’s issue of Inside the Courts — An Update From Skadden Securities Litigators includes summaries and associated court opinions of selected cases principally decided in May-August 2021....more

Cohen & Gresser LLP

The Growth of SPAC-Related Litigation

Cohen & Gresser LLP on

The explosive growth of SPACs (“special purpose acquisition companies”) as a mechanism for taking private companies public is leading to a similar increase in SPAC-related lawsuits. As both trends appear likely to continue,...more

Conyers

SPAC Litigation: What Happens if the “Blank Check” Bounces?

Conyers on

The demand for Special Purpose Acquisition Company (SPAC) formations in the Cayman Islands increased through the first quarter of 2021 following robust performance in 2020. Whilst the second quarter of 2021 has seen a...more

BCLP

As SPACs’ Popularity Explodes, Liability Risks Rise As Well

BCLP on

Special purpose acquisition companies (“SPACs”), it seems, are everywhere.  SPACs have been around for decades, but use of a SPAC to take a company public without a traditional initial public offering (“IPO”) has recently...more

Vinson & Elkins LLP

Recent Developments Highlight SPAC Securities And Shareholder Litigation Risks

Vinson & Elkins LLP on

As the wave of SPAC IPOs and de-SPAC transactions continues to build, so too has the scrutiny of these transactions from the SEC and the shareholder plaintiff’s bar. On April 8, 2021, the SEC gave its clearest warning yet...more

Goodwin

SEC Adopts Broad Exempt Offering Reforms

Goodwin on

In the News. The Securities and Exchange Commission (SEC) adopted broad exempt offering reforms; the Department of Labor (DOL) finalized a rule, with significant revisions from the original proposal, on ESG investments; the...more

Skadden, Arps, Slate, Meagher & Flom LLP

Inside the Courts – An Update From Skadden Securities Litigators - April 2020

This issue includes summaries and associated court opinions of selected cases principally decided between October 2019 and January 2020. ...more

Broker-Dealer Compliance + Regulation

SEC Chairman Clayton Addresses Senate Committee

On September 26, 2017, SEC Chairman Jay Clayton delivered to the U.S. Senate Committee on Banking, Housing and Urban Affairs his first testimony as Chairman. ...more

Robins Kaplan LLP

Your Daily Dose of Financial News

Robins Kaplan LLP on

After months of anticipation, yesterday was finally official Snap IPO day. And despite losses of more than $500 million last year, the company saw willing investors flock to buy the $17 shares, pushing Snap’s valuation to...more

McDermott Will & Emery

Inside M&A - October 2015

McDermott Will & Emery on

Overview of SPACs and Latest Trends - A number of recent successful business combination transactions involving special-purpose acquisition companies (SPACs) led by prominent sponsors have driven a resurgence in the SPAC...more

Stinson - Corporate & Securities Law Blog

Portfolio Monitoring and Legal Fees Subject to SEC Enforcement Action Against Private Equity Group

The SEC announced that three private equity fund advisers within The Blackstone Group have agreed to pay nearly $39 million to settle charges that they failed to fully inform investors about benefits that the advisers...more

Carlton Fields

Second Circuit: Facebook Shareholders Lack Standing for Derivative Suits Challenging Pre-IPO Statements

Carlton Fields on

Earlier this week, a U.S. Court of Appeals for the Second Circuit opinion reinforced that federal courts take standing in derivative actions quite seriously, particular when the alleged director misconduct predated the IPO....more

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