At 6:15 p.m. ET on March 12, 2023, the Department of the Treasury, Federal Reserve, and FDIC announced “actions enabling the FDIC to complete its resolution of Silicon Valley Bank, Santa Clara, California, in a manner that fully protects all depositors. Depositors will have access to all of their money starting Monday, March 13” (emphasis added).

An overview of the failure of Silicon Valley Bank (SVB) and what we expect to happen next. This reflects information as of 4:00 p.m. PT on March 11, 2023. We note that it is an evolving situation; we will provide updates as warranted in the coming days. Please contact your Perkins Coie lawyer or email SVBSupport@perkinscoie.com with questions or for assistance.

Perkins Coie is pleased to present the fourth edition of Labor Law Today—Year in Review, offering a summary of the past year’s most noteworthy and influential developments in traditional labor law.

The FTC recently announced its annual adjustments to the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and interlocking directorate thresholds. Notably, the minimum HSR size-of-transaction threshold has increased from $101 million to $111.4 million. There is a new filing fee schedule resulting from the enactment of the Merger Filing Fee Modernization Act of 2022, which will significantly increase filing fees for transactions valued in excess of $500 million and decrease them for transactions valued under $161.5 million. The new HSR jurisdictional and filing fee thresholds will be effective as of February 27, 2023, while the revised interlocking directorate thresholds are already in effect.

In an unpublished decision issued on January 3, 2023, Division I of the Washington Court of Appeals strongly reaffirmed Washington law providing that, absent a showing of fraudulent corporate conduct or certain procedural irregularities, appraisal is the exclusive remedy for a shareholder of a Washington corporation seeking to challenge a corporate merger transaction. Merely alleging breach of fiduciary duty or fraud in a complaint, unsupported by facts, is an insufficient basis to avoid the exclusive appraisal remedy under Washington law.

A proposed healthcare acquisition was abandoned following the Federal Trade Commission’s unanimous vote to oppose the transaction.

The U.S. Federal Trade Commission voted 5-0 to issue a complaint and accept a proposed order for public comment regarding private equity fund JAB Consumer Partners SCA SICAR’s $1.1 billion acquisition of SAGE Veterinary Partners, LLC on June 13, 2022.

The American Bar Association's 70th Antitrust Law Spring Meeting, held April 5-8 in Washington, provided a forum for lively debate among current and former antitrust agency officials concerning the progressive merger enforcement reforms implemented or proposed by the representatives of the U.S. Federal Trade Commission, led by Chair Lina Khan, and the U.S. Department of Justice Antitrust Division, led by Assistant Attorney General Jonathan Kanter.

Perkins Coie is pleased to present the third edition of Labor Law Today —Year in Review, highlighting the past year’s most noteworthy developments.

Responsible for lowering the cost to access space, the "newspace" industry has been developing new and fast-moving business models that have opened up new markets.

The Delaware Chancery Court recently sustained the legal viability of a putative shareholder class action brought against a SPAC’s directors, officers, controlling shareholder, and financial advisor based on an allegedly false and misleading proxy statement.

The Federal Trade Commission recently announced that the reporting thresholds under Section 7A of the Clayton Act ... will be increased.

On January 18, 2022, the U.S. Federal Trade Commission (FTC) and the U.S. Department of Justice’s (DOJ) Antitrust Division (the agencies) launched a joint public inquiry to modernize and strengthen merger enforcement.

On October 25, 2021, the U.S. Federal Trade Commission (FTC) released its “Statement on Use of Prior Approval Provisions in Merger Orders." The Statement announces two material changes in the agency’s merger enforcement program.

On April 15, 2021, in response to the ongoing COVID-19 situation, the U.S. Internal Revenue Service issued a temporary deviation from the handwritten signature requirement for a limited list of tax forms. This issue includes elections under Section 83(b) of the Internal Revenue Code, allowing taxpayers and representatives to use electronic or digital signatures when signing such forms. The IRS memorandum was issued about a month after Perkins Coie LLP, Carta.com, and other coalition partners sent a letter to the IRS specifically requesting such temporary relief.

This year, the American Bar Association's 69th Antitrust Law Spring Meeting was held virtually due to the ongoing global health crisis.

The accelerating trends of Special Purpose Acquisition Companies (SPACs)  going public and private companies being acquired by SPACs do not appear likely to abate anytime soon. In response, the SEC made several public statements in recent weeks highlighting their scrutiny of SPACs and the risks for all parties involved. This update analyzes the SEC’s recent public statements and identifies key issues for SPAC participants to consider.

The Supreme Court’s recent decision in FCC v. Prometheus Radio Project et al. is significant for both the decision’s effect on the regulation of the broadcast television industry and its clarifications of administrative law. In Prometheus, the Court restored the Federal Communications Commission’s 2017 order on reconsideration to repeal or modify three core broadcast television ownership rules. This client update summarizes the decision and provides key takeaways on the ruling’s implications for M&A and other transactions in the broadcast industry.

The U.S. Federal Trade Commission (FTC) recently announced reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 (the Act), will decrease. 

As the government revives its Paycheck Protection Program (PPP) with hundreds of billions of dollars in additional loans available to small businesses, there are fresh signs that government fraud investigations and whistleblower litigation related to the loan program are ramping up.

Among other things, 2020 will be remembered as a year that saw a boom in the use of Special Purpose Acquisition Companies (SPACs) as a robust alternative to an initial public offering (IPO). A SPAC is a company formed to raise capital in a public offering, with the offering proceeds serving as a blind pool of funds held in trust to finance the acquisition of one or several unidentified targets. 

Perkins Coie is pleased to present the second edition of Labor Law Today —Year in Review, highlighting the past year’s most noteworthy developments.

The Small Business Administration (SBA) has announced that they will reopen their portal for Paycheck Protection Program (PPP) loans for eligible borrowers beginning the week of January 11, 2021, after being shut down since August 8, 2020, when the prior congressional authorization for PPP loans expired.

The U.S. Senate and House of Representatives, on December 21, 2020, approved H.R. 133, referred to as the “Consolidated Appropriations Act, 2021.”

Retail, restaurant, entertainment, and other industries have been devastated by COVID-19 and the resulting governmental orders either precluding or materially limiting operations. In that regard, retail bankruptcy filings have become common occurrences and bankruptcy courts a favored venue for businesses seeking a proverbial “breathing spell.”

Over the course of the last week, the Small Business Administration (SBA) has reportedly begun quietly questioning borrowers who had received Paycheck Protection Program (PPP) loans about the “necessity” of their loans.

The U.S. Small Business Administration (SBA) released a procedural notice (the Notice) on October 2, 2020, that describes the process and requirements that Paycheck Protection Program (PPP) borrowers and lenders must follow when ownership of the PPP borrower is changing.

As the COVID-19 pandemic has raged on, financial institutions and banks have withstood its effects and are digitally transforming out of necessity.

The U.S. Department of Justice has issued an opinion letter (catalogued as FCPA Opinion No. 20-01) stating that it does not intend to take enforcement action under the FCPA against a U.S.-based investment advisor planning to pay something akin to a “finder’s fee” to a foreign state-owned investment bank.

The economic damage attendant to COVID-19 has already resulted in a substantial increase in bankruptcies.

The Hart-Scott-Rodino Annual Report Fiscal Year 2019, published July 8, 2020, by the Federal Trade Commission (FTC) and the U.S. Department of Justice (DOJ), summarizes FTC and DOJ actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal year 2019, the period from October 1, 2018, through September 30, 2019.

COVID-19 has financially stressed the U.S. healthcare system in several ways.

This update amends our prior publication on June 5, 2020, and contains new information based on additional guidance provided by the Federal Reserve on June 8, 2020.

Partner John Schreiner recently joined Sun Acquisition’s podcast, “M&A Unplugged,” along with fellow guest attorney, Jeff Petersen, for “Episode 53: Buyers and Sellers: The Two Sides of M&A Transactions.”

This update amends our prior publication on May 4, 2020, titled Federal Reserve Announces Changes to Main Street Lending Program and contains new information based on additional guidance provided by the Federal Reserve on May 27, 2020.

The U.S. Securities and Exchange Commission on May 21, 2020, adopted amendments to Regulation S-X (Reg S-X) for financial statements related to acquisitions and dispositions of businesses.

The U.S. House of Representatives, on May 28, 2020, passed with bipartisan support H.R. 6886, referred to as the Paycheck Protection Program Flexibility Act of 2020.

This is the second of three updates on the American Bar Association's 68th Antitrust Law Spring Meeting. The meeting included sessions on merger enforcement that addressed a number of important issues. 

Indemnification obligations are used to allocate risk between a buyer and a seller in nearly all mergers and acquisitions transactions.

On May 15, 2020, the Small Business Administration (SBA) released an application for loan forgiveness under the Paycheck Protection Program (PPP).

The COVID-19 pandemic is rapidly cutting a wide swath of change in the entertainment industry.

The U.S. Securities and Exchange Commission (SEC) recently settled enforcement actions against two private equity fund advisers within days of each other.

The Federal Reserve Board released updated guidance on its Main Street Lending Program (Main Street Program) on April 30, 2020. Authorized under the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) and previously announced on April 9, 2020, the Main Street Program will indirectly offer loans to small- and medium-sized businesses to alleviate economic distress caused by the spread of COVID-19.

In today’s difficult economic environment, many companies—including those in the portfolios of private equity and venture capital funds—are struggling financially. For some, a transaction in which a private equity sponsor or a venture capital investor has a significant interest may provide a lifeline for the troubled company.

The Coronavirus Aid, Relief, and Economic Security Act (CARES Act), signed into law on March 27, 2020, established the Paycheck Protection Program (PPP), a loan program that made $349 billion available to small businesses using the Small Business Administration’s (SBA) existing 7(a) loan program.

Several COVID-19-related mergers and acquisitions (M&A) complaints have been filed with the Delaware Court of Chancery since the start of this month, with spurned sellers alleging that buyers experienced a change of heart due to COVID-19’s economic impact and asking the court to compel their suitors to close the deals.

There are many ways that companies can cooperate with each other to combat COVID-19 without running afoul of antitrust laws. But companies considering cooperating with competitors should be aware of and assess potential antitrust risks before they do so.

Recognizing the high volume of COVID-19 content being published, Perkins Coie developed a one-stop, integrated resource page that addresses key legal and business considerations for companies across essential business areas, from insurance coverage and labor and employment, to privacy and security, corporate governance, tax, construction, supply chain, and more.

Recently, the U.S. Department of Justice Antitrust Division and Federal Trade Commission issued a joint statement regarding COVID-19.

The U.S. Department of Justice (DOJ) recently prevailed in its challenge of Novelis’ proposed merger with Aleris Corporation.

Parties to commercial contracts that may be affected by COVID-19 are now examining their force majeure provisions, as well as all other risk allocation provisions, to determine which party bears the cost of delay or impossibility of performance.

In response to the rapidly changing and unpredictable business environment resulting from the novel coronavirus (COVID-19) outbreak, underwriters of representation and warranty insurance (RWI) policies are introducing broad exclusions from business interruption or business downturn losses arising out of or relating to COVID-19, and in some cases, any related government or regulatory response.

Due to the developing coronavirus (COVID-19) pandemic, the Federal Trade Commission (FTC) has implemented a temporary e-filing system for the submission of filings under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 and suspended its program that allowed parties to request (and frequently be granted) early termination of the HSR waiting period.

The Families First Coronavirus Response Act was passed by the U.S. House of Representatives shortly before 1:00 a.m. on March 14, 2020.

The Families First Coronavirus Response Act was passed by the U.S. House of Representatives shortly before 1:00 a.m. on March 14, 2020.

As the effects of the coronavirus (COVID-19) continue to develop, public companies are faced with a variety of concerns, including the impact “social distancing” recommendations and restrictions will have on annual shareholder meetings.

Schick, the shaving product company, recently announced it was abandoning its proposed $1.4 billion acquisition of rival startup Harry’s Razors

The Committee on Foreign Investment in the United States (CFIUS) published two final rules on January 17, 2019, to implement the Foreign Investment Risk Review Modernization Act (FIRRMA) enacted in August 2018.

The Federal Trade Commission (FTC) announced on January 28, 2020, the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976 (the Act), will be increased.

A Few Things You Should Know is a periodic publication authored by members of our Mergers & Acquisitions practice.

There are increasing calls for the antitrust enforcement agencies to review the effects of past acquisitions in the tech sector.

This is the second article in a three-part series on the American Bar Association's 67th Antitrust Law spring meeting.

The FTC announced on February 15, 2019, the reporting thresholds under Section 7A of the Clayton Act , known as the Hart-Scott-Rodino Antitrust Improvements Act of 1976, will be increased.

On October 10, 2018, CFIUS issued interim pilot program regulations to review foreign investments in critical technologies to consider whether foreign investment might be eroding U.S. technological superiority.

The Hart-Scott-Rodino Annual Report Fiscal Year 2017, published earlier this year by the FTC and the DOJ, summarizes FTC and DOJ actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act in fiscal year 2017. 

This update was quoted in deallawyers.com "Antitrust: HSR Second Requests & Deal Challenges Decline in 2017," on 09.05.2018.

Perkins Coie surveyed 140 startup founders, technology company executives, investors and consultants on key challenges and opportunities in the AR/VR space.

Rejecting the analysis of every other federal appellate court to consider the issue, the Ninth Circuit recently held that most claims filed under Section 14(e) of the Securities Exchange Act of 1934, 15 U.S.C. § 78n(e), do not require a showing of scienter.

The American Bar Association’s recent 2018 Antitrust Law Spring Meeting included many sessions and discussion on merger enforcement.

The Federal Trade Commission last week announced that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (HSR) Antitrust Improvements Act of 1976, will be increased.

The Hart-Scott-Rodino Annual Report Fiscal Year 2016 , published last year by the FTC and the DOJ, summarizes FTC and DOJ actions conducted under the HSR Act in fiscal year 2016, the period from October 1, 2015, through September 30, 2016. 

Certain aspects of the tax reform bill signed by President Trump last Friday create significant year-end planning opportunities for businesses that are able to act quickly.

In its opinion in In re Martha Stewart Living Omnimedia, Inc. Stockholder Litigation, issued in August 2017, the Delaware Chancery Court addressed a question left open under Kahn v. M&F Worldwide. 

In our second installment covering the ABA's 65th Antitrust Law Spring Meeting, we provide some key takeaways from the sessions, specifically focusing on issues in mergers and acquisitions.

The Federal Trade Commission (FTC) recently announced that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (H‑S‑R) Antitrust Improvements Act of 1976, will be increased.

On the campaign trail, President-elect Trump adopted a contentious approach towards foreign trade, focusing on Chinese “theft of American trade secrets” and suggesting, at times, potential isolationism for U.S. businesses.

The Hart-Scott-Rodino Annual Report Fiscal Year 2015, published by the Federal Trade Commission and the U.S. Department of Justice, summarizes FTC and DOJ actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act in fiscal year 2015, which ended September 30, 2015.

This update provides a summary of recent Delaware caselaw and statutory developments concerning mergers and acquisitions, including new cases regarding appraisal rights, fraud claims and fiduciary duty and deal process issues.

Perkins Coie and Upload surveyed more than 650 startup founders, executives with established technology companies and investors on the future of augmented and virtual reality.

The Federal Trade Commission (FTC) announced on January 21, 2016 that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (H‑S‑R) Antitrust Improvements Act of 1976 (the Act), will be increased.

The Hart-Scott-Rodino Annual Report Fiscal Year 2014, published by the Federal Trade Commission (FTC) and the U.S. Department of Justice (DOJ), summarizes FTC and DOJ actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal year 2014, the period from October 1, 2013 through September 30, 2014.

The Affordable Care Act (ACA) has significantly changed the legal landscape for employer-sponsored health plans by adding reporting obligations, benefit mandates, fees, notices and potential penalties for plans that do not meet specific coverage and cost requirements.

The Federal Trade Commission (FTC) filed a complaint in August 2015 against three affiliated activist hedge fund companies and Third Point LLC, their management company, for acquiring voting securities in Yahoo! Inc. without complying with the filing and waiting requirements of the Hart-Scott-Rodino Act (HSR Act).

The Federal Trade Commission (FTC) announced January 15, 2015 that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (H-S-R) Antitrust Improvements Act of 1976 (the Act), will be increased.

On November 7, 2014, the U.S. Department of Justice (DOJ) filed a complaint and consent decree in U.S. District Court for the Northern District of California requiring Flakeboard America Limited, Flakeboard’s parent companies and SierraPine to pay nearly $5 million to resolve the DOJ’s allegations that the parties engaged in illegal premerger coordination (“gun-jumping”) in violation of the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and a conspiracy in restraint of trade in violation of Section 1 of the Sherman Act.

In a bench ruling in Swomley v. Schlecht, C.A. No. 9355-VCL (Del. Ch. Aug. 27, 2014), the Delaware Chancery Court relied on the six-factor test set out in Kahn v. M&F Worldwide Corp., 88 A.3d 635 (Del. 2014), to dismiss a challenge to a private company freeze-out merger at the pleadings stage. 

On May 21, 2014, the Federal Trade Commission and the Department of Justice published the Hart-Scott-Rodino Annual Report Fiscal Year 2013 (for the period from October 1, 2012 to September 30, 2013).

When a controlling stockholder’s buyout of a company has been challenged by minority stockholders, Delaware courts have generally subjected the transaction to entire fairness review, the most rigorous standard of review in corporate law

The Chief Counsel of the SEC’s Division of Trading and Markets recently issued an important no-enforcement letter regarding the status of a person engaged in effecting transactions in connection with the transfer of ownership of a privately held company. This SEC letter is notable not only for the conclusions that it reaches but also for the fact that it follows a significant speech by the same SEC staff lawyer regarding the same and related broker-dealer status questions.

The Federal Trade Commission (FTC) recently announced that the reporting thresholds under Section 7A of the Clayton Act, known as the Hart-Scott-Rodino (H-S-R) Antitrust Improvements Act of 1976 (the Act), will be increased.

On April 30, 2013, the Federal Trade Commission and the Department of Justice published their Hart-Scott-Rodino Annual Report Fiscal Year 2012 for the period from October 1, 2011 to September 30, 2012.  The annual report summarizes the actions of the Federal Trade Commission and Department of Justice that were conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal year 2012.

The Federal Trade Commission (FTC) recently announced that the reporting thresholds under Section 8 of the Clayton Act, known as the Hart-Scott-Rodino (H‑S‑R) Antitrust Improvements Act of 1976 (the Act), will be increased.

The Federal Trade Commission (“FTC”) recently announced and asked for comments on proposed changes to the premerger notification rules under the Hart-Scott-Rodino Act (“HSR Act”).  The proposed rules would require pharmaceutical companies to report to the FTC and the Department of Justice ("DOJ") acquisitions of exclusive patent licenses in which the licensor retains the right to manufacture patented products for the licensee.

On June 13, 2012, the Federal Trade Commission and the Department of Justice published their Hart-Scott-Rodino Annual Report Fiscal Year 2011 for the period from October 1, 2010 to September 30, 2011.  The Annual Report summarizes Federal Trade Commission and Department of Justice actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal year 2011.  The number of HSR filings in fiscal 2011 increased by 24% over the number of filings in 2010.  And the agencies continue to enforce the HSR Act's notification requirements with respect to acquisitions of company stock by corporate officers and directors, often in an inadvertent "failure to file" situation.

This Update provides key highlights of the Annual Report and offers practical advice.

The Federal Trade Commission recently announced that the reporting thresholds under Section 7 of the Clayton Act, known as the Hart-Scott-Rodino Antitrust Improvements Act of 1976, will be increased.

In a recent decision, In re Openlane, the Delaware Chancery Court validated the so-called “sign-and-consent” approval structure in a merger transaction.

The FTC and the Antitrust Division of the U.S. Department of Justice recently announced final amendments to the Hart-Scott-Rodino Premerger Notification Rules, the Premerger Notification and Report Form and associated Instructions in order to streamline the Form and capture new information that will help the Agencies conduct their initial review of a proposed transaction's competitive impact.

The Department of Justice, Antitrust Division, recently updated its Policy Guide to Merger Remedies, the first update since 1994.

On February 15, 2011, the Federal Trade Commission and the Department of Justice published their Hart-Scott-Rodino Annual Report for Fiscal Year 2010 for the period from October 1, 2009 to September 30, 2010.  The Annual Report summarizes Federal Trade Commission and Department of Justice actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal year 2010.  The number of filings in fiscal 2010 increased by 63% over the number of filings in 2009, after two consecutive years in which the number of filings reported to the agencies had declined.

Understanding the many SEC, NYSE, Nasdaq and state law issues that affect their companies can be a bewildering task for directors and officers. To help with this is the just released fourth edition of The Public Company Handbook: A Corporate Governance and Disclosure Guide for Directors and Executives, a "plain English" guide for directors and executives seeking to familiarize themselves with legal matters facing public companies.

The Federal Trade Commission (FTC) recently announced that the reporting thresholds under Section 7 of the Clayton Act, known as the Hart‑Scott-Rodino Antitrust Improvements Act of 1976 (the Act), will be increased.  The Act requires all parties to certain transactions, including mergers and acquisitions that meet or exceed the Act's jurisdictional thresholds, to notify the FTC and the Antitrust Division of the Department of Justice of their intentions and to wait a designated period of time before consummating those transactions.

On December 17, 2010, President Obama signed into law the Tax Relief, Unemployment Insurance Reauthorization and Job Creation Act of 2010 (the “Act”).  Among other provisions, the Act extends for one additional year the exclusion from gross income of 100% of future capital gains of non-corporate taxpayers from certain investments in qualified small business stock.

Earlier this month, the Federal Trade Commission and the Department of Justice published their Hart-Scott-Rodino Annual Report for Fiscal Year 2009 for the period from October 1, 2008 to September 30, 2009. The Annual Report summarizes Federal Trade Commission and Department of Justice actions conducted under the Hart-Scott-Rodino Antitrust Improvements Act, or HSR Act, in fiscal 2009.

Recently the Federal Trade Commission and the Antitrust Division of the U.S. Department of Justice jointly released their new Horizontal Merger Guidelines (the 2010 guidelines).

The Federal Trade Commission recently announced and asked for comments about proposed changes to the Hart-Scott-Rodino (HSR) premerger notification rules and report form.

The U.S. Treasury Department, chair of the Committee on Foreign Investment in the United States ("CFIUS"), recently published guidance on the types of transactions previously reviewed by CFIUS that have presented national security considerations ("Guidance").  The Guidance is intended to provide insight into how CFIUS identifies the national security effects of covered transactions and may assist parties considering whether to file a voluntary notice of a transaction with CFIUS [1]. This is an important determination because, although filing a CFIUS notice is voluntary, the parties may be forced to unwind a transaction where no filing was made if the President later determines it poses national security risks.

A recent decision by the Delaware Court of Chancery reinforces the responsibility of a board of directors to assertively defend the interests of the noncontrolling stockholders when negotiating with a controlling stockholder in order to satisfy the board's duty of loyalty.

The Financial Accounting Standards Board recently issued Staff Position No. 141(R)-1, Accounting for Assets Acquired and Liabilities Assumed in a Business Combination That Arise from Contingencies, which provides new guidance that changes the accounting treatment of contingent assets and liabilities in mergers and acquisitions and other business combinations under FASB Statement No. 141 (revised 2007), Business Combinations.

While the downturn in the economy has adversely affected the sellers of directors’ and officers’ liability insurance – much as it has companies in all sectors of the economy – investing in D&O insurance is still a wise course of action.  This Update offers nine suggestions for ensuring that a company’s directors and officers are adequately protected in this environment against potential liabilities that D&O insurance normally would pay.

The Federal Trade Commission and the Department of Justice recently released their Hart-Scott-Rodino Annual Report for Fiscal Year 2007 for the period from October 1, 2006 to September 30, 2007.

Last week, a federal court released a public version of its 93-page opinion providing its reasons for denying the Federal Trade Commission's challenge to Whole Foods Markets' acquisition of organic grocer Wild Oats.