In a decision of great interest in the M&A world, the Delaware Chancery Court recently ruled that a termination fee is not the exclusive remedy for a seller that accepts a higher offer in breach of a no-shop provision....more
On December 10, 2014, the Second Circuit Court of Appeals in New York reversed a set of insider trading convictions and reined in government prosecutions of insider traders who are outside the company in which stock is traded...more
On April 14, 2014, the United States Court of Appeals for the D.C. Circuit issued its much anticipated decision regarding the challenge to the Securities and Exchange Commission’s Conflict Minerals Rules. The Court largely...more
The Delaware Chancery Court issued its long-awaited post-trial decision last month in In re Trados Incorporated Shareholder Litigation. In the decision, the court affirmed that directors designated by the venture capital...more
As we previously reported, in August 2012, the Securities and Exchange Commission adopted controversial rules requiring public companies to attempt to determine if they use any of four “conflict minerals” - tantalite,...more
On July 2, 2013, the United States District Court in Washington, D.C. invalidated Rule 13q-1 under the Securities Exchange Act of 1934 implementing the Dodd-Frank Act “resource extraction” provision requiring disclosure of...more
On February 27, 2013, the Supreme Court issued its ruling in Amgen Inc. v. Connecticut Retirement Plans and Trust Fund. In the decision, the Court held that plaintiffs in 10b-5 securities litigation need not prove...more