Corporate Finance

Changing the Private Placement Playbook: General Solicitation and General Advertising Now Permitted for Certain Offerings

On September 23, 2013, new SEC rules took effect that eliminate the prohibition against general solicitation and general advertising in certain private placements and disqualify certain securities offerings involving “bad actors” from reliance on Rule 506. The new rules have the potential to transform the private placement market.

Litigation

The Class Action Chronicle: An Update From Our Mass Torts, Insurance and Consumer Litigation Group

We recently launched The Class Action Chronicle, which provides analysis of recent class action trends, along with a summary of class certification and Class Action Fairness Act rulings in mass torts/products liability, insurance, consumer fraud and antitrust. The Fall 2013 edition highlights the U.S. Court of Appeals for the Seventh Circuit’s recent approval of issues classes as a means to facilitate class.

RMBS Repurchases: When Does the Statute of Limitations Clock Start Running?

Two recent New York State Commercial Division decisions have introduced uncertainty regarding the application of the statute of limitations in residential mortgage-backed securities repurchase actions. Both decisions are being appealed, with one — ACE Securities v. DB Structured Products — scheduled to be heard in December. The outcome of ACE Securities could have implications beyond RMBS and may impact the drafting of indemnification and remedy provisions concerning representations and warranties.

Tax

G20 Leaders Endorse Greater International Tax Transparency

At last month's summit in St. Petersburg, Russia, G20 leaders backed two ambitious proposals issued by the Organization for Economic Co-operation and Development, including the establishment of a global model for the automatic exchange of tax information between multinational entities and taxing authorities. The G20 endorsements are the latest developments in the ongoing global effort for greater tax transparency, but there are questions surrounding how OECD's recommendations can be implemented.

BACK TO TOP