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The BAR Will Be Raised: CSA Increases Business Acquisition Report Triggers and Thresholds

On August 20, 2020, the Canadian Securities Administrators (CSA) published amendments (Amendments) to National Instrument 51-102 Continuous Disclosure Obligations (NI 51-102) and its companion policies related to the business acquisition report (BAR) requirements for reporting issuers that are not venture issuers (non-venture reporting issuers)....By: Blake, Cassels & Graydon LLP
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Blake, Cassels & Graydon LLP | Aug 26,2020 |

[Video] Compliance and Coronavirus-Michael Beber on M&A, IPOs and SPACs During and After Covid-19

Welcome to Exiger week on Compliance and Coronavirus. In this episode, I visit with Michael Beber, the President and CEO of Exiger. A seasoned business leader with decades of experience in the C-Suite of leading multinational corporations, Beber co-founded Exiger with Executive Chairman Michael Cherkasky and serves on its Board of Directors. We discuss M&A, IPOs and SPACs during the era of Coronavirus and moving forward....By: Thomas Fox
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Compliance Evangelist | Aug 26,2020 |

Chancery Court Looks Past “Sham” Paper Trail to Determine Ownership of Holding Company for Argentina Media Conglomerate

In Carlos Eduardo Lorefice Lynch, et al. v. R Angel Gonzalez Gonzalez, et al., C.A. No. 2019-0356-MTZ (Del. Ch. July 31, 2020), the Delaware Court of Chancery (the “Court”) examined an extensive paper trail purportedly documenting the transfer of majority beneficial ownership in an Argentinian company from a media mogul to his attorney, before holding that the media mogul should nevertheless be deemed the owner of the interest in question, because the documents (i) did not constitute a binding...
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K&L Gates LLP | Aug 25,2020 |

[Video] Compliance and Coronavirus-Brandon Daniels on Data Management & Data Security Moving out of Covid-19

Welcome to Exiger Week on Compliance and Coronavirus. As the Voice of Compliance, I wanted to start a podcast which will help to bring both clarity and sanity to the compliance practitioner and compliance profession during this worldwide health and healthcare crisis. In this episode, I visit with Brandon Daniels is the President of Global Markets. A regulatory expert and technology practitioner, Daniels brings more than 15 years in senior management across the financial services, life sciences.....
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Compliance Evangelist | Aug 25,2020 |

Fifth Circuit Affirms Dismissal Section 14(a) Complaint For Failure to Plead Facts Demonstrating Alleged Omissions from Proxy Statement Were Misleading

In Heinze v. Tesco Corp., No. 19-20298, 2020 WL 4814094 (5th Cir. Aug. 19, 2020), the United States Court of Appeals for the Fifth Circuit affirmed the dismissal of a putative class action suit under Section 14(a) of the Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. § 78(b) alleging that defendant Tesco Corporation (“Tesco”), former members of Tesco’s board of directors and Nabors Industries, Ltd. (“Nabors”) omitted material information from a proxy statement issued in conne...
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Online gaming M&A levels up: The online gaming industry has flourished amid stay-at-home orders

Few industries are as well-insulated from the ongoing pandemic as gaming. Stay-at-home orders have pummeled brick-and-mortar-based industries such as manufacturing and hospitality, but have left digital industries comparatively unscathed....By: White & Case LLP
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White & Case LLP | Aug 25,2020 |

The Three Pillars of the Planning White Paper: Pillar One - Planning for development

In early August, to much fanfare and the promise of "radical reform", the government published the "Planning for the Future" White Paper, setting out its route map to overhaul the planning system in England. The stated aims are laudable – who doesn't want a "simpler, faster and more predictable system"?...By: Hogan Lovells
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Hogan Lovells | Aug 25,2020 |

OCPS School Impact Fee Advisory Committee Makes Final Recommendations

On August 14, 2020, the Orange County Public Schools ("OCPS") School Impact Fee Study Advisory Committee ("the Committee") held its final meeting. The Committee, which first convened in October 2018, was tasked with making recommendations to OCPS and to Orange County and the county on potential adjustments to school impact fees based on the Committee’s review of the updated School Impact Fee Studies conducted by Tindale Oliver....By: Lowndes
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Lowndes | Aug 25,2020 |

Mergers and Acquisitions in the Transportation Sector

One effect of the COVID-19 pandemic is the renewed need for transportation providers to consider strengthening operating platforms by expanding into new markets, integrating new offerings or adjacent services, or growing the enterprise footprint by partnering with other companies in the industry. In times like these, when competition is tough and demand is unpredictable, the path forward for all businesses includes achieving competitive advantage and market differentiation to grow enterprise...B...
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Benesch | Aug 25,2020 |

PPP Loans and M&A Transactions: Lender and Borrower Considerations

The Paycheck Protection Program (PPP) created under the CARES Act has provided much needed assistance to millions of businesses and other organizations operating in the United States that have been impacted by the COVID-19 pandemic. This program, however, continues to be fraught with snares for the unwary and the mergers and acquisitions space is no exception....By: Dorsey & Whitney LLP
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Dorsey & Whitney LLP | Aug 25,2020 |
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