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Implications of the SEC’s stance that meme coins are not securities

On February 27, 2025, the U.S. Securities and Exchange Commission’s Division of Corporation Finance issued a formal Staff Statement on “meme coins.” In this statement, the SEC staff took the position that typical meme...more

How will the Trump administration impact M&A?

M&A practitioners anticipate a ‘Trump bump’ - The scale of Donald Trump’s victory in the presidential election – and the fact the Republicans now have full control of Congress – has been greeted with optimism by U.S....more

Market Check: Lessons from The Activision-Microsoft Merger

On February 29, 2024, the Delaware Court of Chancery issued an opinion on Sjunde AP-Fonden v. Activision Blizzard1 (“Opinion”) that called into question established market practices for mergers, including (i) the process for...more

Delaware Court of Chancery Invalidates “New Wave” Stockholder Agreement Constraining Board Authority

This enduring cornerstone of Delaware corporate law is rooted in Section 141(a) of the Delaware General Corporate Law (“DGCL”): “The business and affairs of every corporation […] shall be managed by or under the direction of...more

Was the richest person in the world overpaid?

Chancellor Kathleen McCormick of the Delaware Court of Chancery grappled with this question in a recent derivative lawsuit challenging Tesla’s performance-based equity award with a potential USD55.8 billion maximum value and...more

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