Regulation FD, adopted by the SEC in 2000, prohibits “selective disclosure” by requiring public companies to disclose material information through broadly accessible channels. Thirtee...
Rule 10b5-1 plans are back in the news. These plans are widely used by officers and directors of public companies to sell stock according to the parameters of the affirmative defense to i...
Many companies voluntarily impose a “blackout period” beginning around the time a quarter ends and continuing through the quarter’s earnings announcement or subsequent 10-Q or 10-K ...
On March 26, 2012, in Credit Suisse Securities (USA) LLC v. Simmonds, the U.S. Supreme Court held 8 0 that not filing a Section 16(a) disclosure statement does not toll (i.e., suspend) th...
While the U.S. IPO market has slowed down in recent months, Davis Polk’s pipeline of deals in progress is strong, leading us to believe that there will be an uptick in IPO transactions ...
On July 14, 2011, the Financial Industry Regulatory Authority, Inc. filed with the Securities and Exchange Commission a proposal to adopt various rules in the Consolidated FINRA Rulebook ...
The SEC proposed yesterday to readopt the beneficial ownership rules currently in effect to preserve the status quo with respect to security-based swaps after Section 766 of the Dodd-Fran...
In a January 2010 memorandum titled “Acquisition Financing in 2010 - Trends from 2009”, we considered the state of acquisition finance in 2009 and drew some tentative conclusions abou...
At open meetings on November 19, the CFTC and SEC each proposed rules under the Dodd-Frank Act regarding reporting of swap and security-based swap* data to regulated swap data repositorie...
At an open meeting on November 19, the CFTC proposed a rule regarding protection of collateral of counterparties to uncleared swaps and issued an advance notice of proposed rulemaking on ...