Capital Markets

  • July 24, 2024

    Wilson Sonsini Leads PE-Backed OneStream's $490M IPO

    Private-equity backed financial software provider OneStream Inc. began trading Wednesday after pricing a $490 million initial public offering above its range, represented by Wilson Sonsini Goodrich & Rosati PC and underwriters counsel Latham & Watkins LLP, kicking off a potentially busy week for IPOs.

  • July 23, 2024

    Chancery Ends Challenge To $12.5B Qualtrics' SAP Sale

    Saying it was not reasonably conceivable that he would find software giant SAP and Qualtrics International Inc. directors liable for damages after Qualtrics' $12.5 billion sale to Silver Lake Capital despite a superficially better offer, a Delaware vice chancellor on Tuesday dismissed a stockholder challenge to the deal.

  • July 23, 2024

    Coinbase Renews Plea For Gensler's Private Emails

    Coinbase Inc. asked once again Tuesday to access the private communications of U.S. Securities and Exchange Commission Chair Gary Gensler as it fights allegations that it permitted the illegal trading of unregistered securities on its crypto platform.

  • July 23, 2024

    Chancery Spikes Raytheon Stockholder's Derivative Suit

    A shareholder who faulted directors at Raytheon Technologies Corp. for allowing a special committee to change employee compensation plans without first seeking stockholder approval has failed to show how the board of directors did anything wrong, a Delaware vice chancellor ruled Tuesday, dismissing the derivative lawsuit.

  • July 23, 2024

    Labor Dept. ESG Rule May Survive Chevron's Demise

    The Fifth Circuit recently overturned a ruling that relied on the now-defunct doctrine of Chevron deference to uphold a U.S. Department of Labor rule covering socially conscious retirement plan investing, but some experts believe the rule has a good chance at surviving — even with the precedent off the books.

  • July 23, 2024

    'Let's Go Brandon' Coin Buyers Seek Class Cert.

    Investors in the meme-inspired cryptocurrency LGBcoin sought class certification in a lawsuit alleging that prices for the token cratered after its much-hyped plan to sponsor the coin's eponymous NASCAR driver fell apart.

  • July 23, 2024

    Capital One Card Holders Sue To Block Discover Merger

    Capital One credit card holders launched a proposed class action seeking to block the company's $35 billion purchase of Discover Monday, claiming the acquisition will drive down competition and further consolidate the already-concentrated credit card market.

  • July 23, 2024

    4 Firms Guide SPAC Mergers Targeting AI, Cannabis Sectors

    An AI-powered startup that vows to combat "disinformation" and a medical cannabis developer have agreed to go public by merging with special purpose acquisition companies through separate deals unveiled this week, guided by four law firms and a law office.

  • July 22, 2024

    Actor, Promoter Cop To Forcount Crypto Ponzi Scheme

    An actor who purported to be the CEO of Forcount Trader Systems Inc. and another promoter of the fake cryptocurrency outfit on Monday both admitted to defrauding investors out of millions of dollars through a Ponzi-esque pyramid scheme.

  • July 22, 2024

    Beauty Co. Misled Investors Ahead Of Its $424M IPO, Suit Says

    Israeli beauty and wellness products company Oddity Tech Ltd. has been hit with a potential class action in New York federal court by an investor who alleges that the company overstated its artificial intelligence technology capabilities before its $424 million initial public offering last year.

  • July 22, 2024

    Investment Adviser Seeks To Ax Union Fund's Bad Advice Suit

    A union pension fund that claims it lost $30 million due to bad investment advice it received in the mid-2010s missed its chance to challenge that advice, an investment advisory firm argued in California federal court, saying the fund blew past its deadline to sue and didn't qualify for an extension.

  • July 22, 2024

    Allarity Warns Of SEC Suit Over Cancer Drug Statements

    Clinical stage pharmaceutical company Allarity Therapeutics informed investors Monday that the U.S. Securities and Exchange Commission is preparing to sue following an investigation into statements the company made as it sought approval for a new cancer treatment.

  • July 22, 2024

    Uber, Investors Ink $200M Deal To End 'Train Wreck' IPO Suit

    Uber Technologies Inc. has agreed to pay $200 million to exit a class action accusing it of failing to inform investors about significant business risks tied to stalling growth and potential legal issues ahead of its $8.1 billion initial public offering in 2019.

  • July 22, 2024

    Ether ETPs To Begin Trading

    A series of exchange-traded products holding the cryptocurrency ether are set to begin trading Tuesday, according to the exchanges listing the products.

  • July 22, 2024

    CryptoZoo Investor Can't Block Cross-Claims, Logan Paul Says

    The influencer Logan Paul, who accused his former colleagues of fraud after an investor sued all of them over an abandoned cryptocurrency gaming project, has told a Texas federal court that the investor has provided no good reason to oppose default judgments on Paul's claims.

  • July 22, 2024

    Fifth Third Sued In $20M Escrow Dispute Over Dividend Solar

    A private equity seller of a solar panel fintech lender that Fifth Third Bank bought in 2022 has sued the bank in New York federal court to free up $20 million in indemnity escrow funds that it alleges the bank has tried improperly to withhold over state investigations tied to the fintech.

  • July 22, 2024

    Boston Fund Can't Duck SEC's Unregistered Dealer Case

    A Massachusetts federal judge on Monday kept alive U.S. Securities and Exchange Commission allegations that Boston investment firm Auctus Fund violated securities laws by failing to register as a broker-dealer when harvesting deeply discounted shares of cash-strapped public companies through debt agreements.

  • July 22, 2024

    Catching Up With Delaware's Chancery Court

    A $6 million bank fee, a $42.5 million shopping mall deal, some questionable Amazon deliveries and long-ago expired ketchup: it was all part of the comings and goings in Delaware's Court of Chancery last week. New cases involved mining and cybersecurity companies, board takeovers, "weaponized" director election provisions, and legal fees following a $3.1 billion telecom merger. In case you missed it, here's the latest from the Chancery Court.

  • July 22, 2024

    AI-Focused Velocium To Go Public Via $445M SPAC Merger

    AI-focused technology provider Velocium Inc. has agreed to go public by merging with special purpose acquisition company Maquia Capital Acquisition Corp. in a deal that values Velocium at $445 million, both parties announced.

  • July 22, 2024

    Litigation Funder Sues Wyoming Co. With Same Name

    Litigation funding company Parabellum Capital LLC has filed a trademark lawsuit in Colorado federal court against a Wyoming company called Parabellum Capital Inc., but the Wyoming company appears to be backing down.

  • July 22, 2024

    SEC Launches Multiagency Fraud Council

    The U.S. Securities and Exchange Commission has announced that it is creating the Interagency Securities Council, which will bring together federal, state and local regulatory and law enforcement professionals quarterly to discuss the latest in "scams, trends, frauds, and mitigation strategies."

  • July 19, 2024

    SEC Wins $1.1M Penalty Against Crypto CEO

    A New York federal judge ordered the CEO of bitcoin mining firm MGT Capital Investments Inc. to pay a $1.1 million civil penalty for making misstatements in contribution to an alleged pump-and-dump scheme, even though the defendant had argued the impact of his statements on investors was negligible.

  • July 19, 2024

    SolarWinds' Ruling 'No Comfort' For Cybersecurity Leaders

    Although a federal district court has struck down significant portions of the U.S. Securities and Exchange Commission's data breach case against software developer SolarWinds Corp., attorneys say what remains of the lawsuit gives "no comfort" to chief information security officers hoping to avoid similar suits over statements about their company's cybersecurity practices.

  • July 19, 2024

    Capital One Critics Lobby To Block 'No Good' Discover Deal

    Critics of Capital One's planned $35 billion purchase of Discover Financial Services urged federal regulators on Friday to withhold approval for the tie-up, rejecting a landmark community benefits pledge for the merger as a fig leaf for what they said is really a "terrible, horrible, no good, very bad" megadeal.

  • July 19, 2024

    Heartland Investor Looks To Block $2B UMB Bank Takeover

    A Heartland Financial USA investor sued the lender and several members of its top brass, along with UMB Financial Corp., in Colorado state court seeking to block UMB's $2 billion acquisition of Heartland, arguing that the deal undervalues Heartland by roughly $1.5 billion.

Expert Analysis

  • Series

    Being A Luthier Makes Me a Better Lawyer

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    When I’m not working as an appellate lawyer, I spend my spare time building guitars — a craft known as luthiery — which has helped to enhance the discipline, patience and resilience needed to write better briefs, says Rob Carty at Nichols Brar.

  • Lead Like 'Ted Lasso' By Embracing Cognitive Diversity

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    The Apple TV+ series “Ted Lasso” aptly illustrates how embracing cognitive diversity can be a winning strategy for teams, providing a useful lesson for law firms, which can benefit significantly from fresh, diverse perspectives and collaborative problem-solving, says Paul Manuele at PR Manuele Consulting.

  • 3 Areas Of Enforcement Risk Facing The EV Industry

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    Companies in the EV manufacturing ecosystem are experiencing a boom in business, but with this boom comes increased regulatory and enforcement risks, from the corruption issues that have historically pervaded the extractive sector to newer risks posed by artificial intelligence, say attorneys at MoFo.

  • Ambiguity Ruling Highlights Deference To Arbitral Process

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    A New York federal court’s recent ruling in Eletson v. Levona, which remanded an arbitral award for clarification, reflects that the ambiguity exception’s analysis is not static and may be applied even in cases where the award, when issued, was unambiguous, says arbitrator Myrna Barakat Friedman.

  • American Airlines ESG Ruling Could Alter ERISA Landscape

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    The Spence v. American Airlines ESG trial, speeding toward a conclusion in a Texas federal court, could foretell a dramatic expansion in ERISA liability, with plan sponsors vulnerable to claims that they didn't foresee short-term dips in stock prices, say attorneys at Mayer Brown.

  • Cyber Incident Response Checklist For SEC Compliance

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    In light of recent guidance from the U.S. Securities and Exchange Commission, which clarified the distinction between two types of cybersecurity incident disclosures, companies should align their materiality assessment, incident response and disclosure control processes to bolster compliance and provide a measure of protection, say attorneys at Troutman Pepper.

  • Opinion

    Now More Than Ever, Lawyers Must Exhibit Professionalism

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    As society becomes increasingly fractured and workplace incivility is on the rise, attorneys must champion professionalism and lead by example, demonstrating how lawyers can respectfully disagree without being disagreeable, says Edward Casmere at Norton Rose.

  • What FTX Case Taught Us About Digital Asset Recoverability

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    FTX's Chapter 11 plan has drawn lots of attention, but the focus should be on the anticipated outcome for investors, which counters several myths about digital currencies, innovation and recoverability, says Kyla Curley at StoneTurn.

  • How To Survive Shareholder Activism

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    In an era where shareholder activism is on the rise, companies must identify weaknesses, clearly communicate strategies, update board composition and engage with shareholders consistently in order to avoid disruptive shareholder activism and safeguard the interests of both the company and its shareholders, say J.T. Ho at Orrick and Greg Taxin at Spotlight Advisors.

  • 'Outsourcing' Ruling, 5 Years On: A Warning, Not A Watershed

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    A New York federal court’s 2019 ruling in U.S. v. Connolly, holding that the government improperly outsourced an investigation to Deutsche Bank, has not undercut corporate cooperation incentives as feared — but companies should not completely ignore the lessons of the case, say Temidayo Aganga-Williams and Anna Nabutovsky at Selendy Gay.

  • Series

    Serving In The National Guard Makes Me A Better Lawyer

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    My ongoing military experience as a judge advocate general in the National Guard has shaped me as a person and a lawyer, teaching me the importance of embracing confidence, balance and teamwork in both my Army and civilian roles, says Danielle Aymond at Baker Donelson.

  • Big Business May Come To Rue The Post-Administrative State

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    Many have framed the U.S. Supreme Court’s recent decisions overturning Chevron deference and extending the window to challenge regulations as big wins for big business, but sand in the gears of agency rulemaking may be a double-edged sword, creating prolonged uncertainty that impedes businesses’ ability to plan for the future, says Todd Baker at Columbia University.

  • Will Texas Stock Exchange Provide Regulatory Haven?

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    While the newly proposed Texas Stock Exchange may represent a market reaction to increasingly complex regulations, those looking to list on a national securities exchange should consider that their choice of an exchange may not relieve them of some of the most burdensome public company requirements, say Elizabeth McNichol and Ryan Lilley at Katten.

  • Equity Rights Offering Considerations As Maturity Cliff Looms

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    Current market uncertainties make an equity rights offering — involving affiliate backstop investors — a cost-effective, capital-raising transaction for distressed companies looking to manage their leverage ahead of the impending maturity of a substantial number of COVID-era debt issuances, say attorneys at Winston & Strawn.

  • A Midyear Forecast: Tailwinds Expected For Atty Hourly Rates

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    Hourly rates for partners, associates and support staff continued to rise in the first half of this year, and this growth shows no signs of slowing for the rest of 2024 and into next year, driven in part by the return of mergers and acquisitions and the widespread adoption of artificial intelligence, says Chuck Chandler at Valeo Partners.

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