Legal News

The Securities and Exchange Commission (the "SEC") recently adopted amendments to Regulation S-X and related rules and forms that will streamline and reduce the financial statements required to be filed in connection with significant business acquisitions by all SEC registrants. As part of these amendments, the SEC overhauled Rule 3-14 of Regulation S-X, which applies to acquisitions of real estate operations and is therefore of critical importance to real estate investment trusts (“REITs”)......

The Securities and Exchange Commission (the “SEC”) recently adopted final rules (the “Final Rules”) amending Regulation S-X and related rules and forms in a manner that directly impacts registered investment companies and business development companies (“BDCs”, and together with registered investment companies, “investment companies”) by substantially rewriting the rules that require reporting companies to file certain pre-acquisition financial statements, as well as certain financial st...

Following their January publication of Draft Vertical Merger Guidelines (draft guidelines) for public comment, the Federal Trade Commission (FTC) and the Department of Justice (DOJ) (collectively, the agencies) issued final Vertical Merger Guidelines (Guidelines) on June 30, 2020. This marks the first official guidance update on vertical mergers from either of the agencies since the Non-Horizontal Merger Guidelines were published by the DOJ in 1984 (1984 guidelines), and the first time that the....

On June 30, 2020, the U.S. Department of Justice (“DOJ”) and the Federal Trade Commission (“FTC”) (together, the “Agencies”) issued new Vertical Merger Guidelines (“Guidelines”). These Guidelines mark the first time the Agencies have issued joint guidelines on vertical mergers, and replace the DOJ’s 1984 Non-Horizontal Merger Guidelines. The new Guidelines follow the Agencies’ earlier release of Draft Vertical Merger Guidelines (“Draft Guidelines”) in January 2020 and provide importa...

The Ballard Spahr Zoning and Land Use Team is continuing to monitor all aspects of the Philadelphia land use approval process during the COVID-19 emergency, including the issuance of zoning and building permits, regulation of construction work, and changes to relevant court filing deadlines....By: Ballard Spahr LLP

As noted in a previous publication, the Federal Trade Commission (FTC) and the U.S. Department of Justice (DOJ) have been developing new vertical merger guidelines to supersede and replace the guidance issued by the DOJ in 1984. That work is now complete and the new vertical merger guidelines have been issued.   ...By: Bricker & Eckler LLP

In Factory Mut. Ins. Co. v. Skanska United States Bldg., No. 18-cv-11700-DLC, 2020 U.S. Dist. LEXIS 95403 (Skanska), the United States District Court for the District of Massachusetts considered whether contractors on a construction job were additional insureds on the developer’s builder’s risk insurance policy. After a water loss occurred during construction, the builder’s risk insurance carrier paid its named insured for the resultant damage, and subsequently filed a subrogation action agai...

On July 3, 2020, the U.S. Department of Justice (“DOJ”) and the U.S. Securities and Exchange Commission (“SEC”) published the Second Edition of “FCPA: A Resource Guide to the U.S. Foreign Corrupt Practices Act” (the “Guide”). Originally published in 2012, the Guide is considered the “Bible” for those operating in the FCPA space as it provides the best understanding of the government’s view of the statute, its enforcement policies, and compliance expectations for companies. The Guide a...

Practically speaking, and despite taking careful precautions, it is likely that one of your employees will become exposed to COVID-19 before the Families First Coronavirus Relief Act (FFCRA) expires on December 31, 2020 (unless otherwise extended by Congress)....By: Kilpatrick Townsend & Stockton LLP

On July 6, 2020, the U.S. Supreme Court granted in part and denied in part the U.S. Army Corps of Engineers’ application for stay of the order issued by the U.S. District Court of Montana....By: Bricker & Eckler LLP