Mayer Brown, a leading global law firm, announced today it is advising Mead Johnson Nutrition (NYSE:MJN) in the $7.7 billion split off of Bristol-Myers Squibb’s 83% stake in the company. The transaction is expected to be completed in mid-December.
In October 2009, the Securities and Exchange Commission proposed rules requiring disclosure of credit ratings used by registrants in connection with registered offerings of securities. See Release Nos. 33-9070; 34-60797; IC-28942, available at http://www.sec.gov/rules/proposed/2009/33-9070.pdf.
On 3 November 2009, the European Commission (“Commission”) invited comments on a draft guidance to participants in the SEPA Direct Debit (“SDD”) scheme for the assessment of MIFs under EC competition rules on anti-competitive agreements.
The Thai Revenue Department is advocating for non-juristic bodies of persons to be stripped of their status under the Revenue Code in order to prevent abuse and tax evasion.
Rule 14a-8(i) of the Securities Exchange Act of 1934 provides a list of the permitted, non-procedural reasons for an issuer to exclude a shareholder proposal from its proxy statement. Rule 14a-8(i)(7) allows an issuer to exclude a proposal that “deals with a matter relating to the company’s ordinary business operations.”
Michael Hermsen quoted on disclosure issues related to shareholder e-forums, saying the issue was “a little bit of a red herring.” Subscription required.
The Financial Services Authority (the “FSA”) yesterday published the “Turner Review Conference Discussion Paper – A regulatory response to the global banking crisis: systemically important banks and assessing the cumulative impact” (the “Discussion Paper”).
On October 14, 2009, the US Securities and Exchange Commission proposed amendments to its rules requiring Internet availability of proxy materials, often referred to as the e-proxy rules, and provided guidance concerning certain requirements under the present rules. The e-proxy rules give issuers and other soliciting persons the option to provide proxy materials to shareholders under a notice and access option, where shareholders receive a notice that proxy materials are available on the Internet (with printed copies delivered only upon request), or under a full set delivery option, where shareholders are mailed the complete set of proxy materials.
The European Commission (the “Commission”) has today published a communication titled “Ensuring efficient, safe and sound derivatives markets: future policy actions”. The communication announced the future policy actions for derivatives planned by the Commission in 2010.
Mayer Brown is representing iPCS in its $831 million acquisition by Sprint Nextel. The merger resolved years of litigation by iPCS against Sprint, which included several significant victories. Media coverage of the deal appeared in AmLaw Litigation Daily, Chicago Tribune and Law360 (subscription required).
Marc Folladori quoted on deal volume for joint venture transactions. “We’ve seen a return to alternative forms of financing like joint ventures,” he said. Subscription required.
The US Securities and Exchange Commission recently brought a Regulation FD enforcement proceeding against Christopher A. Black, the former chief financial
officer, and designated investor relations contact, of American Commercial Lines, Inc. (ACL), alleging that Mr. Black violated the SEC’s rules prohibiting selective
disclosure. In settlement of the proceeding, Mr. Black, without admitting or denying the SEC’s allegations, agreed to pay a $25,000 penalty and consented to an order directing him to cease and desist from violating Regulation FD and Section 13(a) of the Securities Exchange Act of 1934. See the SEC’s order 34-60715 (the “Order”), dated September 24, 2009, available at http://www.sec.gov/litigation/admin/2009/34-60715.pdf.
Leading international law firm Mayer Brown has advised Sulaiman Al Fahim on the sale of a 90 per cent stake in Portsmouth Football Club to Falcondrone Limited, a company owned by Saudi Arabian businessman Ali Al-Faraj.
In June, the US Securities and Exchange Commission issued proposed rules to give shareholders direct access to company proxy statements to nominate candidates for director in certain circumstances, Release Nos. 33-9046; 34-60089. The comment period for the proxy access proposal has closed, with over 500 comments submitted.
28 September 2009 – Seven partners in Mayer Brown’s Chicago office have been recognized by Leading Lawyers Network Magazine as leading women lawyers in Illinois.
A European Stock Corporation is a type of corporation which can be established in any European Union member state pursuant to European Law. In early 2009 there were approximately 350 SEs throughout the EU, a significant number of which were established in Germany.
23 September 2009 - Leading international law firm Mayer Brown has advised VION Food Group Limited on the sale of its Thai chicken business, Grampian Foods Siam, to Navis Capital.
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