Cornerstone Research Experts in Focus: Jules van Binsbergen
What Is a Direct Listing?
Bill on Bankruptcy: US Airways Need a Merger More than AMR
Bill on Bankruptcy: Kodak Plan Bumps the Debt, Craters Stock
Bill on Bankruptcy: Why is Kodak's Stock Soaring?
Virgin Media's Lawyer on Liberty Global Deal
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
Internal Revenue Code (IRC) Section 1202 offers a significant tax incentive for investors in qualified small business stock (QSBS). This provision allows eligible shareholders to exclude up to 100% of capital gains realized...more
This article is the seventh and final in our series on equity-based compensation. It will provide an overview of special considerations for publicly-traded companies when granting equity awards, including the impact of proxy...more
Becoming a first-time director of a public company is a goal not easily achieved and can represent a significant personal and professional accomplishment, giving an individual a platform to share their expertise to help a...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
The Tax Court’s decision in YA Global Investments LP v. Commissioner in November sends a warning to the offshore banking, finance and equity investment industries: an offshore entity is engaged in U.S. trade or business when...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
Our startup clients are sometimes asked by investors or government agencies to provide their number of authorized and issued shares—the difference between the two isn’t always obvious but is critical to understand....more
In a venture capital deal, a liquidation preference refers to the payout investors receive in a liquidation event (like a sale or merger) prior to any payments made to the common stockholders. Venture capital investors...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
Mainland China stock exchanges recently issued new rules on algorithm trading, as part of the continuing regulatory efforts to ensure the stability of the financial market. Investors may need to ask a number of key...more
The Supreme Court has just given companies looking to go public another reason to do it through direct listings. The federal securities laws impose strict liability for misleading statements made in connection with...more
Increased volatility and reductions in asset values in the equity markets, coupled with rising interest rates and a slowing macroeconomic environment, have affected a wide range of equity-linked products. Continuation of...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
Like other global financial centers, Hong Kong has seen falling IPO volumes and volatile markets in 2022 in the face of challenging macroeconomic conditions and rising geopolitical tensions, including between China and the...more
After M&A dealmaking cranked at an all-time high in 2021 with a record breaking 60,000 publicly disclosed deals aggregating over $5 trillion (see our recent article), the waters of M&A cooled considerably in 2022, with only...more
The September Monthly Minute reports on the IRS’ new amendment extension deadline with respect to coronavirus-related distributions and qualified disaster distributions, a recent $131.8 million settlement stemming from...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
Consumer and retail sector M&A took a backseat in 2022. A total of 226 deals were announced in the US year-to-date, a 34 percent drop compared to the first half of last year. Aggregate deal value dropped by an even steeper...more
Dealmaking activity in the US healthcare sector was robust in H1 2022 in the face of various macroeconomic headwinds. There were US$92.4 billion worth of deals announced in H1 2022. This was a 51 percent decrease from a...more
Don’t Do It- There are certain generally accepted “dos and don’ts” of which almost every investor is certainly aware. For example, do not put all your eggs in one basket; if an investment seems too good to be true, stay...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
With the turmoil facing public markets in recent months, it’s not a wonder that we have not seen a flood of IPO’s in the first quarter of 2022. With companies putting their IPO plans on hold, this means that employees looking...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
On September 20, 2021, in a 2-1 decision, the U.S. Court of Appeals for the Ninth Circuit held that Sections 11 and 12(a)(2) of the Securities Act of 1933 (1933 Act) apply to direct listings of company shares, including...more