News & Analysis as of

Repurchases

King & Spalding

Second Circuit Affirms Dismissal of Claims Alleging “Loan-to-Own” Scheme

King & Spalding on

On June 17, 2024, the U.S. Court of Appeals for the Second Circuit affirmed the dismissal of a developer’s “loan-to-own” claims against a bridge lender. As we reported in previous editions (here and here), after Georgia-based...more

Mintz - Employment Viewpoints

What the FTC’s New Rule on Non-Competes Means for M&A and Private Equity Transactions

By now you have probably heard of the Federal Trade Commission (FTC)’s rule to ban most post-employment non-compete agreements... While much of the conversation has naturally focused on the rule’s significant impact on...more

Goodwin

Equity on Ice: A Solution for the Repurchase Conundrum

Goodwin on

One of the keys of successful private equity investing is properly aligning the economic incentives and interests of the sponsor and its portfolio companies’ management teams as they evolve over time....more

Latham & Watkins LLP

Court Invalidates SEC's Share Repurchase Disclosure Requirements

Latham & Watkins LLP on

On November 22, 2023, the SEC postponed its new share repurchase disclosure rules in response to an adverse decision by the Fifth Circuit Court of Appeals in a case challenging those rules under the Administrative Procedure...more

Morrison & Foerster LLP

Top 5 SEC Enforcement Developments for December 2023

To provide an overview for busy in-house counsel and compliance professionals, we summarize below some of the most important and interesting SEC enforcement developments from the past month, with links to primary resources....more

WilmerHale

SEC Adopts New Requirements for US Treasuries Clearing and Risk Management

WilmerHale on

On December 13, 2023, the Securities and Exchange Commission (SEC) voted (4-1) to adopt new requirements under the Securities Exchange Act of 1934 (Exchange Act), which will restructure the clearance and settlement of...more

Mintz - Securities & Capital Markets...

Court Vacates SEC’s New Share Repurchase Disclosure Rules

On December 19, 2023, the US Court of Appeals for the Fifth Circuit vacated the Securities and Exchange Commission’s (SEC) share repurchase disclosure rules, which were adopted in May 2023 and became effective on July 31,...more

Troutman Pepper

Court Vacates SEC's Share Repurchase Rule

Troutman Pepper on

On December 19, the U.S. Court of Appeals for the Fifth Circuit filed an order vacating the Securities and Exchange Commission's (SEC) share repurchase rule. This action officially kills the share repurchase rule, at least...more

Wilson Sonsini Goodrich & Rosati

SEC Share Repurchase Disclosure Rule Vacated

On December 19, 2023, the U.S. Court of Appeals for the Fifth Circuit vacated the Share Repurchase Disclosure Modernization rule (Repurchase Rule) that was adopted by the U.S. Securities and Exchange Commission (SEC) in May...more

McDermott Will & Emery

Requirement for Enhanced Share Repurchase Disclosures in Periodic Reports Delayed

McDermott Will & Emery on

On November 22, 2023, the US Securities and Exchange Commission (SEC) issued an order postponing the effective date for the new share Repurchase Rule (88 Fed. Reg. 36002 (June 1, 2023)) pending further SEC action. The SEC’s...more

Troutman Pepper

SEC Unable to Correct Defects of Share Repurchase Disclosure Modernization Rule

Troutman Pepper on

On November 22, the Securities and Exchange Commission (SEC) issued an order postponing the Share Repurchase Disclosure Modernization Rule (the Repurchase Rule). The SEC’s announcement followed the U.S. Court of Appeals for...more

King & Spalding

New Share Repurchase Rules on Ice Following Fifth Circuit Decision

King & Spalding on

As a result of a recent decision by the Fifth Circuit Court of Appeals, the SEC’s previously adopted Share Repurchase Disclosure Modernization Rule has been put on hold. While the SEC may appeal the final decision (if and...more

Troutman Pepper

SEC Postpones Effective Date of Share Repurchase Disclosure Modernization Rule

Troutman Pepper on

On November 22, the Securities and Exchange Commission (SEC) issued an order postponing the Share Repurchase Disclosure Modernization Rule (the Repurchase Rule). The SEC’s announcement follows the U.S. Court of Appeals for...more

Holland & Knight LLP

Called to Account: SEC's Latest Internal Accounting Controls Action Reignites Debate

Holland & Knight LLP on

Several years ago, the U.S. Securities and Exchange Commission (SEC) issued an order against a public company that raised more than a few eyebrows. In that order, the company settled to violations of Section 13(b)(2)(B) of...more

Cozen O'Connor

SEC Orders Stay of New Share Repurchase Disclosure Modernization Rule Until Further Notice

Cozen O'Connor on

On November 22, 2023, the Securities and Exchange Commission (SEC) issued an order to stay the effective date of its Share Repurchase Disclosure Modernization rules adopted in May 2023. The rules, which became effective on...more

Bass, Berry & Sims PLC

SEC Stays Repurchase Disclosure Rules and the Fifth Circuit Denies SEC’s Motion for Additional Time to Cure Rule Defects

Bass, Berry & Sims PLC on

On November 22, the Securities and Exchange Commission (SEC) stayed the recently enacted Share Repurchase Disclosure Modernization Rule (Repurchase Disclosure Rule) pursuant to section 705 of the Administrative Procedure Act...more

Morrison & Foerster LLP

U.S. SEC Postpones the Effective Date of Share Repurchase Rule

Morrison & Foerster LLP on

On November 22, 2023, the U.S. Securities and Exchange Commission (SEC) issued an order postponing the effective date (the “Postponement”) of the Share Repurchase Disclosure Modernization rule (the “Repurchase Rule”), which...more

Keating Muething & Klekamp PLL

SEC Postpones Share Repurchase Modernization Disclosure Rules

On November 22, 2023, the SEC issued an order postponing the effective date of rules that would require issuers to include detailed disclosures in periodic reports related to their share repurchases (the “Repurchase Rule”)....more

A&O Shearman

SEC Postpones Effective Date of New Stock Buyback Disclosure Requirements

A&O Shearman on

The Securities and Exchange Commission (SEC) announced today that it has issued an order postponing the effective date of its Share Repurchase Disclosure Modernization rule and, as a result, the rule is stayed pending further...more

Wilson Sonsini Goodrich & Rosati

SEC Stays Share Repurchase Disclosure Rules

On November 22, 2023, the U.S. Securities and Exchange Commission (SEC) announced that it issued an order postponing the effective date of the share repurchase disclosure rule (Repurchase Rule).[1] The Repurchase Rule was...more

BakerHostetler

SEC Amendments Requiring Enhanced Share Repurchase Disclosure Hang in the Balance After Federal Appeals Court Directs SEC To...

BakerHostetler on

A federal appeals court has directed the Securities and Exchange Commission (SEC) to rework certain regulatory amendments, adopted in May 2023, requiring public companies to provide enhanced disclosures on repurchases of...more

BCLP

Fifth Circuit Sends SEC Back to Cost-Benefit Drawing Board to Substantiate Its New Stock Repurchase Disclosure Rules Within 30...

BCLP on

On October 31, 2023, the Fifth Circuit ruled in Chamber of Commerce v. SEC that the SEC acted arbitrarily and capricious, in violation of the Administrative Procedure Act, when it adopted the new share repurchase disclosure...more

Wilson Sonsini Goodrich & Rosati

Share Repurchase Rules: Fifth Circuit Directs SEC to Correct Defects 

In an opinion issued on October 31, 2023, a three-judge panel of the United States Court of Appeals for the Fifth Circuit found that the U.S. Securities and Exchange Commission (SEC) acted “arbitrarily and capriciously” in...more

Allen Matkins

Court Finds That The SEC Acted Arbitrarily and Capriciously In Adopting Share Repurchase Rule

Allen Matkins on

When the Securities and Exchange Commission proposed to adopt a rule a rule requiring issuers to report day-to-day share repurchase data once a quarter and to disclose the reason why the issuer repurchased shares of its own...more

Dickinson Wright

Tax Issues in Issuance or Repurchase of Equity in Physician and Other Practice Groups

Dickinson Wright on

Adverse tax issues can arise for physicians and other professional practice groups interested in issuing equity to attract and retain junior physicians. If equity is issued at below fair market value, the new equity owner...more

159 Results
 / 
View per page
Page: of 7

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide