SPACs remain on everyone’s mind, especially the country’s chief regulator. On May 26, 2021, SEC Chair Gary Gensler testified before the U.S. House Subcommittee on Financial Services and General Government on “key capital market trends” that will impact SEC resources in the coming years. And the very first topic he
Securities Law
Ninth Circuit Affirms Shareholders Cannot Sue Corporate Officers for Forward-Looking Projections that Don’t Pan Out
It is illegal under the Securities Exchange Act to make false or misleading statements to the investing public about material facts. At the same time, corporations and their officers must be able to make statements about the company’s future plans, projections, and aspirations without fear of opening themselves up to…
Taming the Bull Rider: Chancery Court Reining in Mootness Fee Awards in Merger Litigation
Last month, the Delaware Chancery Court drastically reduced – from $275,000 to $50,000 – a mootness fee award requested by plaintiffs’ counsel in a lawsuit challenging the merger between PayPal and Xoom Corporation, finding the supplemental disclosures that flowed from the lawsuit provided only minor benefits to stockholders. In re Xoom Corp. Stockholder Litigation. The steep fee reduction reinforces Trulia’s admonition earlier this year that the days of $250,000-$350,000 attorneys’ fee awards for meaningless additional disclosures are over, as Delaware judges will carefully scrutinize attorneys’ fee requests for litigation that yields disclosures of little or no value.
SEC Issues $26M in Whistleblower Awards Over One-Month Period
In a clear sign of the increased awareness – and effectiveness – of the SEC’s whistleblower program, the SEC awarded five whistleblowers a total of over $26 million for their assistance in four separate enforcement actions between May 13 and June 9.