Law 360 M&A

OCTOBER 3, 2022

The Federal Communications Commission wants more information on Tegna Inc.'s billion deal to go private with hedge fund Standard General, four months after a similar request as the agency looks into the agreement's public interest ramifications.

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Law 360 M&A

JUNE 6, 2022

The Federal Communications Commission wants more documents stemming from Tegna's $8.6 billion plan to go private, after the agency pushed back a deadline to file petitions against the deal.

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Law 360 M&A

JUNE 2, 2023

Windstream Holdings convinced the Federal Communications Commission on Friday to approve a partial foreign ownership stake in the telecom company that will allow it to emerge from Chapter 11 bankruptcy, even though it exceeds the 25% cap normally set by the agency.

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Law 360 M&A

FEBRUARY 24, 2023

The Federal Communications Commission said Friday it has asked an agency administrative law judge to review some legal issues surrounding hedge fund Standard General's proposed $8.6 billion takeover of broadcast chain Tegna.

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Reynolds Holding

APRIL 25, 2024

Securities and Exchange Commission) recently hosted the 2024 SEC Speaks conference in Washington, DC. He described the SEC as facing “significant headwinds” in enforcement efforts, including questions about the Commission’s authority and criticisms of its jurisdictional reach. The SEC (U.S.

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Reynolds Holding

APRIL 3, 2024

Let me start by reminding you that my views are my own as a Commissioner and not necessarily those of the Securities and Exchange Commission (“SEC”) or my fellow Commissioners. 7] Rules of such broad effect should be set by the full Commission, not by staff answering only to the Chairman. So everybody silently complies.

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Reynolds Holding

APRIL 6, 2022

The Commission has identified a control deficiency related to the separation of its enforcement and adjudicatory functions within its system for administrative adjudications. We are now releasing the findings of that review as it relates to two adjudicatory matters currently in litigation in federal court. Background.

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Reynolds Holding

MAY 11, 2023

As is customary, I’d like to note that my views are my own as Chair of the Securities and Exchange Commission, and I am not speaking on behalf of my fellow Commissioners or the staff. May 27 marks 90 years since President Franklin Roosevelt signed the first of the federal securities laws: the Securities Act of 1933. [1]

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Reynolds Holding

FEBRUARY 16, 2023

According to the order, during that same timeframe, Activision “lacked controls and procedures designed to ensure that information related to employee complaints of workplace misconduct would be communicated to Activision Blizzard’s disclosure personnel to allow for timely assessment on its disclosures.” Disclosure controls.

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Reynolds Holding

OCTOBER 24, 2023

So when a new action, examination priority, [5] or Commission rule is relevant to your company, you should digest it and examine which segments of your company have exposure to the same or similar issues. There is also new Commission rulemaking. Let me give you an example. But none of this can be a one-time thing.

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Reynolds Holding

JUNE 23, 2022

Chair Gensler’s Regulatory Flexibility Agenda [1] for the Securities and Exchange Commission sets forth flawed goals and a flawed method for achieving them. The Commission plans to propose many new rules, contemplating further extensive changes within the next five months. [26] Conclusion.

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Reynolds Holding

NOVEMBER 14, 2023

The Securities and Exchange Commission announced that it filed 784 total enforcement actions in fiscal year 2023, a 3 percent increase over fiscal year 2022, including 501 original, or “stand-alone,” enforcement actions, an 8 percent increase over the prior fiscal year.

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Reynolds Holding

JULY 26, 2023

Moreover, the Commission has failed to explain why we need this rule. 2] When companies fail to make the required disclosures about cyber risks or inform investors of a cyber incident in a timely manner, the Commission can bring an enforcement action based on existing disclosure obligations. [3] Accordingly, I dissent.

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Reynolds Holding

FEBRUARY 27, 2024

Boards should review how oversight responsibility for cybersecurity risk is assigned and coordinated within the board and with management to facilitate clear lines of communication in the event of a cybersecurity incident. These charges reflect how seriously the agency views these alleged infractions.

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Reynolds Holding

JULY 4, 2023

On June 27, 2023, the Federal Trade Commission (FTC) issued a Notice of Proposed Rulemaking (NPRM) to amend the Hart-Scott-Rodino Act (HSR) Form and Instructions. Khan Re: Proposed Amendments to the Premerger Notification Form and the Hart-Scott-Rodino Rules, Commission File No. P239200, at 1, 3 (June 27, 2023), [link].

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Reynolds Holding

APRIL 24, 2023

1] The Policy Statement outlines the CFPB’s approach to analyzing whether an act or practice may be abusive and provides examples, which the Policy Statement also notes may be used by state attorneys general or other agencies that are authorized to enforce the prohibition on abusive practices. [2] 6, 2020). [4] 5 U.S.C. §

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Reynolds Holding

APRIL 5, 2023

For 90 years, the federal securities laws—and our work to oversee them—have played a crucial role in good times and in times of stress. There has been dynamic change in communications to and among investors, from Reddit forums to celebrity influencers. I am proud of this agency. The agency’s oversight function is vast.

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Reynolds Holding

MARCH 11, 2024

The company in response took the extraordinary measure of filing suit in federal court seeking a declaratory judgment permitting it to exclude the proposal from its proxy statement and not present it for a vote at the annual meeting. Soon after, the sponsors withdrew their proposal. Or as the D.C.

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Reynolds Holding

JULY 14, 2022

On June 21, 2022, the House Energy and Commerce Committee formally introduced a new federal privacy bill: the American Data Privacy and Protection Act (“ADPPA”). Even if not enacted, its provisions are likely to influence a future federal privacy law. We’ve previously written about the development of U.S. Scope and Applicability.

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ABI

JANUARY 20, 2020

However, courts are split as to whether a bankruptcy court has the power to authorize the rejection of an electric power purchase agreement or whether the Federal Energy Regulatory Commission (“FERC”) has exclusive jurisdiction over these contracts. [1] 1] In In re PG&E Corp. Pacific Gas and Electric Co. 1] See In re Calpine Corp.,

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ThomsonReuters

JANUARY 24, 2022

Thomson Reuters reached out to state agencies for guidance and reviewed legislative activity to bring you this rundown on all 50 states. . Whether refusal of a vaccine falls under these circumstances would be determined by the agency. . The Louisiana Workforce Commission did not respond to our request. Legislation ( L.

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Reynolds Holding

OCTOBER 3, 2023

July 5, 2023, settled) The SEC settled claims with a Utah-based molecular diagnostic company, its CEO and its Head of Corporate Communications and Investor Relations (HCCIR) for issuing two allegedly misleading press releases in advance of a securities offering. July 5, 2023, settled) In the Matter of Reed L. Benson (A.P.

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Reynolds Holding

NOVEMBER 9, 2023

I had the privilege of working with Scott Friestad at the Securities and Exchange Commission for nearly a dozen years. With Scott’s legacy in mind, it would be appropriate to share some thoughts about the use of the Commission’s enforcement authority. Congress did not take in enacting the federal securities laws.

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Reynolds Holding

JULY 23, 2023

Earnings conference calls are an important way for firms to communicate with external stakeholders. The Securities and Exchange Commission (SEC) periodically reviews the filings of all public companies to ensure that investors have access to high-quality disclosures (SEC 2019a).

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Reynolds Holding

NOVEMBER 29, 2023

Securities and Exchange Commission’s (“SEC” or “Commission”) Division of Enforcement (“Division”) announced its enforcement results for fiscal year (“FY”) 2023. [1] On November 14, 2023, the U.S. Notably, the SEC’s focus in FY 2023 seems to have shifted away from private funds, which was a focus area in FY 2022.

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Cooley M&A

JANUARY 25, 2023

Antitrust scrutiny on the life sciences industry looms over deal activity Life sciences, particularly pharmaceutical and medical devices companies, remains a focus of the antitrust agencies. While parties may opt to test these new theories in court, companies should be ready for extended review periods and a skeptical FTC.

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Reynolds Holding

JUNE 27, 2023

3] I have been involved with this rule to some degree during the near-entirety of my 17-plus years with the Commission. I recall the many discussions on shareholder proposals that I had with the late Marty Dunn when I served on the Commission’s executive staff in the mid-2000s. Staff Legal Bulletin No. Staff Legal Bulletin No.

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Reynolds Holding

JANUARY 8, 2023

1] The primary M&A enforcement agencies in the United States, the Federal Trade Commission (FTC) and the Department of Justice Antitrust Division (DOJ), evaluate the potential antitrust risk of reported mergers, monitor remedies, and challenge deals deemed to reduce competition applying jointly published guidelines.

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Reynolds Holding

FEBRUARY 7, 2024

Comments on the NPR will be due 60 days after publication in the Federal Register. BACKGROUND The Remarks and the NPR come against the background of a reexamination of bank merger policy among the Biden administration and certain bank regulatory agencies over the past two years. Regulatory Amendments. 8] Policy Statement.

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Reynolds Holding

MARCH 28, 2022

District Court in San Francisco denied a motion to dismiss charges filed by the Securities and Exchange Commission under an expansive new theory of insider trading liability. For the first quarter-century of the federal securities laws, there were no insider trading cases. On January 14, 2022, the U.S. Transamerica Corp., SEC , 390 F.3d

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ThomsonReuters

JANUARY 29, 2024

And there are reporting best practices for ESG auditing that can be helpful to companies and the legal and tax agencies providing auditing support. In October 2023, federal bank regulatory agencies issued a framework that large financial institutions can use for managing climate-related financial risks.

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Benzinga

APRIL 28, 2023

Direct customer contact and a six-part video series helped us communicate a strong message to our customers. The review period for subsequent events extends up to and including the filing date of a public company's consolidated financial statements when filed with the Securities and Exchange Commission ("SEC").

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Reynolds Holding

NOVEMBER 29, 2022

Why was international cooperation absent, whether at the Bank for International Settlement (BIS) or the International Organization of Securities Commissions (IOSCO), creating a new field of regulatory arbitrage on what was a global phenomenon? The Pseudo “Crypto Exchanges”. Why Did Authorities Accept that Definition? financial system.

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ThomsonReuters

AUGUST 16, 2021

Back in June of 2021, President Biden ordered every federal government employee and onsite contractor to attest to their vaccination status. The federal government employs more than four-million people. These spikes in positive cases of COVID-19 in the U.S. In this blog, I’ll list and describe the vaccine and mask mandates.

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Reynolds Holding

OCTOBER 5, 2022

This mid-year update provides an overview of the major developments in federal and state securities litigation in the first half of 2022: I. Filing And Settlement Trends. Summary of Trend Cases—Core Federal Filings 2018 – June 2022. . We have already seen many notable developments in securities law this year. Cochran , No.

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Reynolds Holding

JANUARY 9, 2024

The Biden Administration’s executive order on artificial intelligence will require several federal agencies to release guidelines next year on the use of AI within the industries that they oversee, adding to the nascent global regulatory regime.

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Reynolds Holding

MARCH 27, 2023

We also provide an update on the status of mandatory federal forum provisions in the Ninth and Seventh Circuits and in the State of California. We examine developments in federal securities litigation involving special purpose acquisition companies.

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