In a recent Second Circuit decision, Law Debenture Trust Co. of New York v. Maverick Tube Corp and Tenaris S.A., the court rejected the plaintiff’s argument that a reference to “a cla...
New SEC staff guidance published this month indicates a more nuanced and sophisticated view of non-GAAP measures than has tended to apply since Regulation G was enacted in 2003. New Compl...
Today, the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission issued a no-action letter to Davis Polk, Cleary Gottlieb and O’Melven...
The loan markets began 2009 in the shadow of the credit crunch that began in the summer of 2007 and escalated to a credit meltdown in the fall of 2008. The average secondary bid for insti...
Yesterday, the SEC issued a proposal that would amend Rule 163 of the Securities Act to allow underwriters or dealers, acting on behalf of well-known seasoned issuers (WKSIs), to offer se...
The U.S. IPO market, which has been in the doldrums since 2007, has recently been showing signs of life. We have recently completed several large transactions, and our pipeline of deals i...
The Davis Polk Financial Crisis Manual has been written for anyone who wants to understand the flurry of new legislation, old law used in new ways, contracts with Treasury, press releases...
On Friday, a federal district court in the Northern District of Texas dismissed the SEC’s insider trading case against Dallas Mavericks owner Mark Cuban. While the celebrity of the defe...
The SEC’s proposed proxy access rules were released on June 10. Comments are due by August 17. The SEC’s apparent goal is to adopt some form of proxy access rule in time for the 2010 ...
A company that has been subject to SEC reporting obligations for fewer than three years, that has less than $150 million in public float, or that is affiliated with a broker-dealer, gener...
