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This article is the second in our series on equity-based compensation intended to assist employers with answering a common question: What type of equity compensation award is best for our company and our employees? ...more
This article is the second in our series on equity-based compensation intended to assist employers with answering a common question: What type of equity compensation award is best for our company and our employees?...more
On June 24, 2024, the U.S. Court of Appeals for the Second Circuit decided Packer ex rel. 1-800-Flowers.com, Inc. v. Raging Capital Management, LLC, reversing a district court decision that had held that a shareholder...more
Most net asset value (NAV) loans to fund borrowers do not include publicly traded positions in the collateral package because borrowers usually use NAV loans to finance against illiquid positions (and publicly traded...more
Recently, the SEC settled another administrative proceeding under the Advisers Act's Marketing Rule. This time, the SEC focused on advertisements that a hedge fund sponsor made to prospective investors. The hedge fund's...more
Several recent lawsuits, and comments by the U.S. Securities and Exchange Commission (“SEC”) and Federal Trade Commission (“FTC”), underscore the increasing litigation and regulatory scrutiny concerning the use of artificial...more
In November 2023, in Issue Lines Drawn in SEC Shadow Trading Case, we revisited the case Securities and Exchange Commission v. Panuwat, the SEC’s first enforcement action brought on the theory of “shadow trading.”...more
Following a lackluster 2022, the IPO market continued to flounder during 2023, partially attributable to ongoing macroeconomic uncertainty and geopolitical uncertainty, including sustained high interest rates, the banking...more
Attached please find the updated Foreign Listed Stock Index Futures and Options Approvals Chart, current as of December 19, 2023. All prior versions are superseded and should be discarded. Please note the following...more
In February 2022, in SEC Shadow Trading Case Breaks Ground, we discussed Securities and Exchange Commission v. Panuwat, the SEC’s first enforcement action brought on the theory of “shadow trading.”...more
On September 27, 2023, the SEC announced a series of enforcement actions against six officers, directors and major stockholders of public companies, as well as five companies, for repeated failures to report information...more
Part 2 of the Paul Hastings’ Investment Funds and Private Capital team’s review of the new Private Fund Rules explores the new rules in-depth, and provides additional perspective on market practices that may evolve in...more
During periods of market turmoil and declining stock prices, companies may be tempted or pressured to delist and deregister their shares. This process is often referred to as “going dark.” Given the poor performance of...more
Who may be interested: Investment advisers, broker-dealers. Quick Take: The SEC recently filed a lawsuit charging an investment adviser and its managing partner (collectively, the Adviser) with allegedly engaging in a...more
On December 27, 2022, the Second Circuit called into question the government’s theory of insider trading of confidential government agency information, potentially undercutting the DOJ’s enforcement of various white-collar...more
Subscribers to our blog know that we monitor EDGAR for new SEC comment letters and enjoy bringing attention to the more interesting ones. In today’s blog post, we bring your attention to a recent SEC comment letter exchange...more
On Wednesday, December 14, the U.S. Securities and Exchange Commission (the “SEC”) affirmatively voted to advance some major changes to U.S. stock-market rules, perhaps the biggest changes to such rules in nearly 20 years....more
Given the significant decline in the stock prices of many companies over the past several months of 2022, a number of companies are reassessing their equity programs and considering repricing outstanding employee stock...more
While a time-consuming exercise of limited use to investors, the rule will push issuers to provide clarifying compensation disclosure in the annual proxy. Due to its reliance on accounting values and emphasis on unvested...more
In this time of market volatility, White & Case LLP partners Colin Diamond (Chair of US Public Company Advisory) and Henrik Patel (Global Head of Employment, Compensation and Benefits) address the securities law, tax and...more
On February 25, 2022, the U.S. Securities and Exchange Commission issued a proposal—Short Position and Short Activity Reporting by Institutional Investment Managers (the Proposal)—that would require certain institutional...more
Section 18(i) of the Investment Company Act of 1940 (the Act) requires, except as set forth in therein and "as otherwise required by law," that each share of stock issued by a registered closed-end fund "shall be a voting...more
To address what the SEC characterizes as "critical gaps" in its insider trading regime, on December 15, 2021, the Securities and Exchange Commission (the "SEC") voted unanimously to propose amendments to Rule 10b5-1 under the...more
The SEC is proposing changes that would impose additional conditions on 10b5-1 plans. As noted, if adopted, users of the plans would be required to wait 120 days before buying or selling stock under the plans after such plans...more
The SEC was out Monday with a long-awaited report on the meme-stock frenzy that helped propel GameStop and a handful of other “little-regarded” companies to meteoric rises in the depths of our first Covid winter. The report,...more