News & Analysis as of

Securities and Exchange Commission (SEC) Hart-Scott-Rodino Act

Ropes & Gray LLP

Dealmaker's Digest: A Top 10 Bulletin - March 2025

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In Dealmaker’s Digest, read the top 10 latest developments in global transactions. We offer insights into M&A activity across industries and borders. Proposed amendments to the Delaware General Corporation Law would address...more

Cooley LLP

Corp fin posts two new CDIs on Schedules 13D and 13G

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Corp Fin has posted two new CDIs regarding filing of Schedules 13D and 13G under Exchange Act Sections 13(d) and 13(g) and related Rule 13d-1. The new CDIs address issues related to determining, for purposes of eligibility to...more

Paul Hastings LLP

Private Company Report: Fourth Quarter 2024

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This edition of the Private Company Report highlights critical updates and regulatory changes affecting private companies, including a temporary stay on the enforcement of the new beneficial ownership reporting requirements...more

Paul Hastings LLP

Public Company Watch: November/December 2024

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This edition of the Public Company Watch highlights critical updates and regulatory changes affecting public companies. Staying informed on these topics is crucial for effective compliance and strategic planning. Highlights...more

Morrison & Foerster LLP

White Collar Enforcement Priorities and Challenges: Discussions from “Views at the Top”

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On December 11, 2024, the Women’s White Collar Defense Association (WWCDA) hosted “Views from the Top,” featuring the following government officials from the DOJ, SEC, CFTC, and FTC discussing current and future enforcement...more

Proskauer - Regulatory & Compliance

Proskauer Hedge Fund Trading Guide 2024 – Chapter 3: Special Issues under Sections 13(d) and 16 for Hedge Funds

Proskauer’s Practical Guide to the Regulation of Hedge Fund Trading Activities offers a concise, easy-to-read overview of the trading issues and questions we commonly encounter when advising hedge funds and their managers. It...more

Axinn, Veltrop & Harkrider LLP

When Will the HSR Rules Be Effective?

The HSR Rules have now been published in the Federal Register, which puts them on track to be effective on February 10, 2025. But with the upcoming change in administration, could there be further delays? Following a...more

Proskauer - Regulatory & Compliance

Proskauer Hedge Fund Trading Guide 2024 – Chapter 1: When Passive Investors Drift Into Activist Status

Proskauer’s Hedge Fund Trading Guide offers a concise, easy-to-read overview of the trading issues and questions we commonly encounter when advising hedge funds and their managers. It is written not only for lawyers, but also...more

Paul Hastings LLP

Public Company Watch: February 2024

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In the February edition of our Public Company Watch, we cover key issues impacting public companies, including Exxon Mobil filing a complaint seeking a declaratory judgment to exclude a shareholder proposal from Arjuna...more

Paul Hastings LLP

Public Company Watch: October 2023

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In the October edition of our Public Company Watch, we cover key issues impacting public companies, including the SEC adopting rules modernizing beneficial ownership reporting and short sale reporting, and issuing new C&DIs...more

Morgan Lewis

How US Regulatory Changes Are Impacting the Way Sovereign Wealth Funds Invest

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Several US regulatory agencies have proposed or enacted new rules in 2023 aimed at making the investment process more transparent. Many of those changes, including amendments to the Investment Advisers Act of 1940 by the US...more

Paul Hastings LLP

Public Company Watch: July 2023

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In the July edition of our Public Company Watch, we cover key issues impacting public companies, including important reminders for companies’ upcoming Form 10-Q filings; the themes revealed by the 12 proxy contests that have...more

Perkins Coie

New Legislation Affects Antitrust Venue and Foreign Subsidy Disclosures 

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President Biden signed into law H.R. 2617, the Consolidated Appropriations Act, 2023 on December 29, 2022. This new legislation includes the Merger Filing Fee Modernization Act of 2022 (MFFMA), which amends the amounts and...more

Skadden, Arps, Slate, Meagher & Flom LLP

Matters To Consider for the 2022 Annual Meeting and Reporting Season

Companies have important decisions to make as they prepare for the 2022 annual meeting and reporting season. We have compiled this overview of key issues — including SEC disclosure requirements, recent SEC guidance,...more

Fenwick & West LLP

FTC: Lower HSR Thresholds for 2021

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The annual adjustment of the dollar thresholds for pre-acquisition filings under the Hart-Scott-Rodino Act will take effect on March 4, 2021. All transactions closing on or after the effective date will be governed by the new...more

King & Spalding

Not So Special – Securities And Antitrust Regulators May Increase Attention To SPACs In The Coming Year

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In a remarkable year for the equity markets in 2020, the increased use of Special Purpose Acquisition Companies (“SPACs”) to take companies public stands out as a defining trend. In 2020, well-known private businesses – like...more

Morrison & Foerster LLP

FTC Proposed HSR Amendment Could Make It Easier For Activist Investors And Hostile Bidders To Keep Positions Confidential From...

On September 21, 2020, the Federal Trade Commission (the “FTC”) announced proposed amendments that, if enacted, would make significant changes to the premerger notification rules under the Hart-Scott-Rodino Antitrust...more

Katten Muchin Rosenman LLP

Corporate & Financial Weekly Digest, Featuring Articles on the Latest FINRA Guidance on CAB Rules and Fees; New HSR Filing...

SEC/CORPORATE - SEC Proposes Amendments to Financial Disclosure in Regulation S-K and Issues New Guidance - On January 30, the Securities and Exchange Commission voted to propose amendments to certain financial...more

Proskauer Rose LLP

A Practical Guide to the Regulation of Hedge Fund Trading Activities - Chapter 6: When Passive Hedge Funds Decide to Become...

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Passive hedge funds are increasingly considering active roles when they are dissatisfied with the management of specific portfolio companies. After describing such a scenario, the author discusses the steps a dissatisfied...more

Katten Muchin Rosenman LLP

Corporate & Financial Weekly Digest, Featuring Articles on Uncleared Swap Margin Rule, PACE Financing, Hart-Scott-Rodino and...

BROKER-DEALER - SEC Chairman Clayton and Trading and Markets Director Redfearn Call for a Reassessment of Regulation NMS - On March 8, US Securities and Exchange Commission chairman Jay Clayton and director, Division...more

Proskauer Rose LLP

A Practical Guide to the Regulation of Hedge Fund Trading Activities

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The trading activities of hedge funds raise a number of complex issues under the federal securities laws. Proskauer’s Practical Guide to the Regulation of Hedge Fund Trading Activities offers a concise, easy-to-read overview...more

Cadwalader, Wickersham & Taft LLP

M&A Update: Toehold Accumulations: Further Convergence Between Private Equity and Hedge Fund Strategies

Over the past few years, private equity funds and hedge funds have increasingly employed tactics traditionally employed by the other as part of their value maximization strategies. Underscoring this convergence has been a...more

Seyfarth Shaw LLP

Update On Annual Adjustment To HSR Reporting Threshold And Recent Enforcement Actions Against Investors

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The Federal Trade Commission (FTC) recently announced that the 2017 size-of-transaction threshold for reporting proposed mergers and acquisitions under Section 7A of the Clayton Act, as added by the Hart-Scott-Rodino...more

Goodwin

Financial Services Weekly News - October 2016 #2

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Editor's Note - Never Satisfied. Despite the Securities and Exchange Commission’s announcement that, in its just completed fiscal year 2016, it filed a record 868 enforcement actions reprimanding misconduct by companies...more

Troutman Pepper Locke

Tools for Targets of Activist Investors

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A recent interpretation by the staff of the U.S. Securities and Exchange Commission (“SEC”) of the beneficial ownership reporting rules under the Securities Exchange Act and the recent settlement of a lawsuit by the U.S....more

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