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Across topics and issues, borders and industries, we have the thought leadership you need to stay ahead of changes in the law.

Across topics and issues, borders and industries, we have the thought leadership you need to stay ahead of changes in the law.

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Publications

Hogan Lovells Publications

SEC staff clarifies circumstances when financial forecasts will not constitute Non-GAAP financial measures in M&A disclosures M&A Update

On October 17, 2017, the Division of Corporation Finance of the Securities and Exchange Commission updated its Compliance and Disclosure Interpretations relating to non-GAAP financial...

Hogan Lovells Publications

New York Rejects Extension of Common Interest Doctrine to Parties in M&A Transactions in the Absence of Pending or Anticipated Litigation

On June 9, 2016, New York State’s highest court held that disclosures of privileged communications to a third party must be made in the context of pending or reasonably anticipated...

Hogan Lovells Publications

Following Delaware’s Lead, New York Adopts Business Judgment Rule for Controlling Shareholder Going-Private Mergers Where Certain Minority Shareholder Protections are Present

In In the Matter of Kenneth Cole Productions, Inc., Shareholder Litigation (In re KCP), New York State’s highest court applied the business judgment rule in a challenge to a one-step, ...

Published Works

Hart-Scott-Rodino Action: Caution Needed Among Minority Investors and Activist Stockholders International Law Office

On April 4 2016 the US Department of Justice filed a complaint in federal court against activist investor ValueAct Capital for violating the reporting and waiting period requirements of the ...

Hogan Lovells Publications

DOJ Action Against ValueAct for HSR Act Violation Signals More Caution for Minority Investors and Activist Stockholders Antitrust Competition and Economic Regulation Alert

On April 4, 2016, the U.S. Department of Justice filed a complaint in federal court against activist investor ValueAct Capital for violating the reporting and waiting period requirements of ...

Hogan Lovells Publications

Third Point Settles FTC Charges: Minority Investors and Activist Stockholders Are Cautioned on the Limits of the Investment-only Exemption under the HSR Act Antitrust, Competition, and Economic Regulation Alert/M&A Update

On August 24, 2015, the U.S. Federal Trade Commission (FTC) announced a settlement with Third Point, LLC and three affiliated investment funds (collectively, Third Point) for violations of...

Hogan Lovells Publications

Delaware Adopts Section 251(h) Amendments to Facilitate Two-Step Merger Process M&A Update

On July 15, 2014, several important amendments to Section 251(h) of the Delaware General Corporation Law (DGCL) were signed into law by Delaware Governor Jack Markell. The amendments...

Hogan Lovells Publications

Third Point LLC v. Ruprecht: Practical Implications of Sotheby’s Two-Tiered Poison Pill Having Survived Preliminary Judicial Review in Delaware M&A Update

In Third Point LLC v. Ruprecht, et al.1, the Delaware Court of Chancery denied the motion of Third Point LLC and its co-plaintiffs for a preliminary injunction to enjoin Sotheby’s from...

Hogan Lovells Publications

SEC Staff Issues Guidance Permitting Hyperlinks to Cautionary Statements and Legends in Social Media Communications SEC Update

On April 21, the SEC’s Division of Corporation Finance issued Compliance and Disclosure Interpretations (CDIs) clarifying the staff’s position on the communication by social media of...

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