Sky Blog
Hedge fund activism has increased almost hyperbolically. Some view this optimistically as a means for bridging the separation of ownership and control; others are more pessimistic, seeing mainly wealth transfers from bondholders or speculative expectations of a takeover as fueling …
On August 27, 2014, the Securities and Exchange Commission (the “SEC”) adopted final rules[1] (the “Final Rules”) implementing, among other things, provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) relating to third-party …
On September 8, 2014, the Federal Trade Commission (FTC) filed a federal antitrust complaint in the United States District Court for the Eastern District of Pennsylvania against defendants AbbVie, Abbott Laboratories, Unimed Pharmaceuticals, Besins Healthcare and Teva Pharmaceuticals alleging violations …
The following post comes to us from Susan Chaplinsky, Tipton R. Snavely Professor of Business Administration at the University of Virginia Darden School of Business; Kathleen Weiss Hanley, Visiting Associate Professor of Finance and Senior Academic Advisor to the Center …
On September 9, 2014, in US v. Robert Bandfield, et al., federal prosecutors in the Eastern District of New York announced the indictment of a US citizen and others, including offshore corporate service providers (CSPs) and investment managers, for …
In a September 9 letter (“Letter”),[1] the Division of Swap Dealer and Intermediary Oversight (“DSIO”) of the Commodity Futures Trading Commission (“CFTC”) granted exemptive relief permitting general solicitation under certain circumstances by commodity pool operators (“CPOs”) that rely on CFTC …
Not since Felix and Oscar teamed up in the Odd Couple has there been a more curious collaboration.[1] Pershing Square Capital Management L.P. and Valeant Pharmaceuticals International, Inc. have entered into a short-term marriage of convenience to facilitate Valeant’s hostile …
On September 2, 2014, the Office of the Comptroller of the Currency (the “OCC”) issued final guidelines (the “Guidelines”) establishing risk management standards for large national banks, insured federal savings associations, and insured federal branches of foreign banks (each, a …
SUMMARY
On September 8, 2014, the Securities and Exchange Commission proposed a rule under the Securities Act of 1933 to provide that the publication or distribution of price quotes relating to security-based swaps that may be purchased only by eligible …
The following post comes to us from Minor Myers, Assistant Professor at Brooklyn Law School, and Charles Korsmo, Assistant Professor at Case Western Reserve University School of Law. It is based on their recent paper, “The Structure of Stockholder …
On August 29, 2014, the Securities and Exchange Commission (“SEC”) announced a whistleblower award of more than $300,000 for a company employee who performed audit and compliance functions.[1] The award, twenty percent of the amount the SEC collected in an …
We all know that liquids are both good and bad. We are supposed to drink on average eight glasses of water a day for good health. However, too much alcoholic intake will get us into trouble with the law. Now, …
The following post comes to us from Michael W. Peregrine, Partner at McDermott Will & Emery LLP.
Outside counsel’s report to the General Motors Board of Directors on the ignition switch controversy offers important governance lessons on the potential frailties …
On September 3rd, the prudential regulators (including the Federal Reserve, FDIC, and OCC) re-proposed the second major element of derivatives reform – mandatory margin on uncleared swaps. The re-proposed rule is designed to end years of debate that began with …
The following Dissenting Statement was delivered by Commissioner Luis A. Aguilar of the U.S. Securities and Exchange Commission in the Matter of Lynn R. Blodgett and Kevin R. Kyser, CPA, Respondents. A copy of the Statement is also available here…
On August 7, 2014, the Ninth Circuit issued its decision in Loos v. Immersion Corporation, addressing for the first time whether a company’s announcement of an internal investigation into fraud is, alone, sufficient to establish “loss causation” for claims …
The following post comes to us from Lissa L. Broome, Wells Fargo Professor of Banking Law and Director of the Center for Banking and Finance at the University of North Carolina School of Law, John M. Conley, William Rand Kenan …
The following post comes to us from John C. Coates IV, John F. Cogan Jr. Professor of Law and Economics at Harvard Law School. It is based on two of his recent articles, “Cost-Benefit Analysis of Financial Regulation: Case Studies …
Why haven’t the significant financial and technological innovations of the past thirty years substantially decreased the cost of financial intermediation? What explains the ever-increasing complexity of financial products and markets? Why do so many investors hold actively managed mutual funds …
SUMMARY
On August 15, 2014, in a case of first impression involving cross-border securities-based swap transactions, the Second Circuit held that the presumption against the extraterritorial application of Section 10(b), announced by the U.S. Supreme Court in Morrison v. National …