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DOJ Sends Message to Activist Hedge Funds on HSR Passive Investor Exemption

On Monday, April 4, 2016 the U.S. Department of Justice (the “DOJ”) announced a civil antitrust lawsuit against certain ValueAct Capital (“ValueAct”) entities for allegedly violating the reporting and waiting period requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”). The DOJ’s Antitrust Division’s lawsuit seeks civil penalties and an injunction against…

Client Alerts | April 5, 2016 | Mergers & Acquisitions | Investor Activism | Hedge Funds

Third Point HSR Settlement

We have previously written to our clients about the importance of complying with the requirements of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the “HSR Act”) when building positions that may become activist in the future. [“Antitrust Filing Mistakes Can Cost Activists“]. On August 24, 2015 the United States Federal Trade Commission (the…

Client Alerts | August 26, 2015 | Mergers & Acquisitions | Investor Activism | Hedge Funds

SEC’s Division of Corporation Finance Will Express “No Views” on Conflicting Shareholder Proposals for the Remainder of the Current Proxy Season

On January 16, 2015, the Division of Corporation Finance of the Securities and Exchange Commission (“SEC”) announced that, in light of a directive from SEC Chair Mary Jo White, it will express “no views” on the application of Rule 14a-8(i)(9) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) during the current…

Client Alerts | January 26, 2015 | Mergers & Acquisitions | Securities and Corporate Finance | Investor Activism | Hedge Funds