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Shipping companies’ Chapter 11 reorganization proceedings: jurisdictional battles
  • Holland & Knight LLP
  • USA
  • October 24 2011

In recent months, U.S. bankruptcy filings such as Omega Navigation (filed July 8 in Houston) and Marco Polo Seatrade (filed July 29 in New York) have caught the attention of the worldwide shipping community


SEC adopts new short form criteria to replace credit ratings
  • Holland & Knight LLP
  • USA
  • August 8 2011

On July 26, 2011, the SEC adopted new rules in response to Section 939A of the Dodd-Frank Wall Street Consumer Reform and Protection Act (the “Dodd-Frank Act”


Court of Appeals rules on Section 13(d) issues in CSX case
  • Holland & Knight LLP
  • USA
  • August 8 2011

In a long-awaited opinion, on July 18, 2011, the U.S. Court of Appeals for the Second Circuit ruled on certain Section 13(d) issues in the CSX case, CSX Corp. v. Children’s Investment Fund Management (UK) LLP


Delaware court finds Revlon duties apply when merger consideration is split evenly between cash and stock
  • Holland & Knight LLP
  • USA
  • July 25 2011

Twenty-five years ago, in the seminal case of Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173 (Del. 1986), the Delaware Supreme Court declared that once a board of directors decides to put a company up for sale, the board’s role changes from that of “defenders of the corporate bastion to auctioneers charged with getting the best price for the stockholders at a sale of the company.”


SEC issues final rules on beneficial ownership reporting requirements for security-based swaps
  • Holland & Knight LLP
  • USA
  • June 20 2011

To preserve the application of the SEC's existing beneficial ownership rules to persons who purchase or sell security-based swaps, on June 8, 2011, the SEC readopted without change the relevant portions of Rules 13d-3 and 16a-1


SEC charges corporate attorney and Wall Street trader in $32 million insider trading ring
  • Holland & Knight LLP
  • USA
  • May 2 2011

On April 6, 2011, the SEC charged a corporate attorney and a Wall Street trader with insider trading in advance of at least 11 merger and acquisition announcements between April 2006 and March 2011 involving clients of the law firm where the attorney worked


SEC obtains clawback in enforcement action
  • Holland & Knight LLP
  • USA
  • March 28 2011

On March 3, 2011, the SEC filed an action against the president and chief executive officer of a company, seeking to recover bonuses and other incentive-based and equity-based compensation and stock sale profits received while the company was committing accounting fraud


2011 Dodd-Frank registration action items for investment advisers
  • Holland & Knight LLP
  • USA
  • March 1 2011

Under the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank), many investment advisers who previously were not registered will be required to register either with the SEC if eligible or their state


Delaware Chancery Court upholds poison pill in the face of a hostile tender offer
  • Holland & Knight LLP
  • USA
  • February 28 2011

On February 15, 2011, the Delaware Chancery Court upheld the Airgas, Inc. board’s decision to keep a poison pill in place to block the consummation of the Air Products and Chemicals, Inc. hostile tender offer, even when the offer was non-coercive, all-cash, fully financed and the stockholders were fully informed as to the target board’s view on the inadequacy of the offer


SEC issues interpretive guidance on liquidity and capital resources disclosures and proposes rules addressing short-term borrowings disclosure
  • Holland & Knight LLP
  • USA
  • January 7 2011

On September 17, 2010, the SEC issued interpretive guidance on liquidity and capital resources disclosures and proposed rules regarding short-term borrowing disclosures in Management's Discussion and Analysis (the "MD&A"