On March 18, 2020, a unanimous Delaware Supreme Court held in Salzberg v. Sciabacucchi that provisions in a Delaware corporation’s certificate of incorporation requiring actions arising...
This memorandum outlines some key considerations for companies contemplating restructuring their outstanding debt securities on more favorable terms in the current market affected by coro...
The SEC has historically imposed burdensome financial statement requirements on companies that issue debt that is either guaranteed by subsidiaries or secured. Because most high yield deb...
Last week, the Securities and Exchange Commission proposed broad changes to the current private offering framework. Recognizing the growing market for private investments, this is the lat...
U.S. and global stock markets have experienced a significant downturn and increased volatility stemming from the coronavirus (COVID-19), this weekend’s shock in the commodity markets an...
On January 30, the Securities and Exchange Commission released interpretive guidance for companies regarding disclosure of key performance indicators and other metrics in Management’s D...
Last week the SEC issued three new Compliance & Disclosure Interpretations intended to give clarity to last spring’s rule changes that allowed companies to omit discussion of the earlie...
Last week, the House overwhelmingly passed legislation aimed at closing what lawmakers have called a “loophole” for insider trading—corporate insiders trading between the occurrence...
Proposed amendments to definitions of “accredited investor” and “qualified institutional buyer” would expand private-offering access for individuals and entities beyond current te...
On December 18, the SEC proposed rules that would require resource extraction companies to disclose payments made to foreign governments or to the U.S. federal government for the commerci...
