Wednesday, February 8, 2012

BNA INSIGHTS: Regulators Ramp Up China Reverse Merger Scrutiny

The Securities and Exchange Commission is increasing its scrutiny of China-based companies with securities traded on U.S. stock exchanges…

DOJ, SEC Charge M&A Lawyer, Trader over Longrunning $32 Million Insider Trading Plot

The U.S. Attorney’s Office for the District of New Jersey April 6 charged a mergers and acquisitions attorney and a stock trader with conspiracy, securities fraud and other violations over their alleged roles in a long-running insider trading scheme…

BNA INSIGHTS: Bank Mergers & Acquisitions: Assisted or Unassisted?

March 14, 2011 in Banking Report · Leave a Comment 

Following a period when FDIC-assisted transactions have been by far the predominant form of bank mergers and acquisitions (M&A), the last few months have seen a reemergence of unassisted bank acquisitions and recapitalizations…

ANALYSIS: Bank Bailout Program Seen to Benefit Big Banks More Than Small Ones; $49 Billion Unpaid

January 25, 2011 in Banking Report · Leave a Comment 

The Troubled Asset Relief Program responsible for $205 billion in bank bailouts has recouped most of the funds but small and medium-sized banks are struggling to repay their debt obligation and may take years to exit the program if they emerge at all, according to…

Hedge Funds with Swaps May Not Sue in U.S. over Porsche’s Handling of VW Shares, Court Rules

The hedge funds that held swap agreements tied to German corporation Volkswagen’s shares cannot pursue U.S. securities fraud claims that Porsche Automobil Holding SE, also a German corporation, and two of its executives manipulated the price of VW’s shares, the U.S. District Court for the…

SEC, U.K. FSA Allege Former Deloitte Partner Was Key to Family-Run Insider Trading Ring

The Securities and Exchange Commission Nov. 30 announced that it and the U.K.’s Financial Services Authority disrupted what they believe to be a multi-million dollar insider trading network anchored by a…

BNA INSIGHTS: Delaware Supreme Court Sanctions Use of 4.99 Percent Net Operating Loss Poison Pill Using Unocal Analysis, as Modified by Unitrin

On Monday Oct. 4, 2010, the Delaware Supreme Court affirmed the Court of Chancery’s decision to sanction the use of a poison pill with a 4.99 percent trigger to…

BNA INSIGHTS: Dodd-Frank Act May Complicate Antitrust Review of Acquisitions

August 25, 2010 in Banking Report · Leave a Comment 

With the exception of systemic risk considerations, the recently enacted financial reform legislation leaves intact the current antitrust review process for bank mergers…

BNA INSIGHTS: The Business Strategy Immunity and Its Application Beyond Hostile Transactions

When a client has serious concerns about producing its most sensitive business information during litigation, corporate counsel should consider whether the business strategy immunity…

ANALYSIS: Foreign Corrupt Practices Act Risks in Cross-Border M&A Deals

Foreign Corrupt Practices Act (FCPA) risks in cross-border deals should never be taken lightly. Although international acquisitions often involve many complexities, time pressures and significant business interests, U.S. companies and issuers should always include an FCPA due diligence checklist as part of their overall pre-acquisition due diligence.

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