Sidley Perspectives on M&A and Corporate Governance

Sidley is pleased to share the March 2023 issue of Sidley Perspectives on M&A and Corporate Governance, a quarterly newsletter designed to keep you current on what we consider to be the most important legal developments involving M&A and corporate governance matters.

ANALYSIS

• Strategic Minority Investments in Public Companies Provide Pathway to Value-Based Dealmaking
• Update Your Fee-Shifting Provision: The Contingency Fee Trap
• Supreme Court (Non)Decision in In Re Grand Jury Preserves the Open Question of the Scope of Privilege Over Dual-Purpose Communications

JUDICIAL DEVELOPMENTS

• Revlon Revived: Former Executive and Private Equity Acquiror Both Held Liable for Tainted Sale Process That Failed to Maximize Stockholder Benefits
• Delaware Chancery Court Clarifies Oversight Duties in Pair of Recent Opinions
• Procedure Prevails When Applying MFW Framework to Interested Merger
• Delaware Chancery Court Validates Putative Shares Issued in and After De-SPAC Mergers

CORPORATE GOVERNANCE DEVELOPMENTS

• BlackRock Chairman Releases Annual Letter to Investors Highlighting Evolving Investment Risks and Opportunities

REGULATORY DEVELOPMENTS

• Regulators Sharpen Focus on the Misuse of Rule 10b5-1 Trading Plans
• Recent Enforcement Action Shows That Disclosure Controls and Whistleblower Protections Remain High SEC Priorities

Current and past issues of Sidley Perspectives on M&A and Corporate Governance are available on our website. View the March 2023 issue here and past issues here.

If you have any questions regarding this issue of Sidley Perspectives or suggestions for topics to be covered in future issues, please contact the Sidley lawyer with whom you usually work or Claire Holland, the editor of the newsletter, at cholland@sidley.com.