On February 27, 2026, in Rutledge v. Clearway Energy Group LLC, the Delaware Supreme Court upheld the constitutionality of Delaware Senate Bill 21 (SB 21), which amends § 144 of the Delaware General Corporation Law.
On February 27, 2026, in Rutledge v. Clearway Energy Group LLC, the Delaware Supreme Court upheld the constitutionality of Delaware Senate Bill 21 (SB 21), which amends § 144 of the Delaware General Corporation Law.
On January 29, 2026, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery issued a decision denying Defendants’ motion to dismiss in Calumet Capital Partners LLC v. Victory Park Capital Advisors, LLC.
Over the past few months, Cadwalader’s Quorum has closely followed the remarks of U.S. Securities and Exchange Commission (SEC) Chairman Paul S. Atkins as they relate to the SEC’s revitalized mandate to spur capital markets by prompting competition among the states and easing disclosure burdens.
On February 10, 2026, the Delaware Superior Court issued a notable decision in Monica, et al. v. Delta Data Software, Inc., addressing the treatment of earn-out conditions where post-closing conduct allegedly affects whether those conditions occur.
This article covers a range of Federal Trade Commission (“FTC”) and Department of Justice ("DOJ") merger-related updates of interest to readers of Quorum.
Recognizing that lack of agency guidance on business collaborations may be deterring procompetitive collaborations and hindering business compliance with the Sherman Act and Federal Trade Commission Act, the Federal Trade Commission and Department of Justice ("the Agencies") are seeking comment on the need for new and updated, “guidance on collaborations among competitors.”
In February, the Securities and Exchange Commission’s ("SEC's") Division of Corporation Finance issued several new or revised Compliance and Disclosure Interpretations ("C&DIs") addressing resale registrations on Form S-4, going private transactions, and tender offers; the SEC also adopted final rules implementing the Holding Foreign Insiders Accountable Act ("HIFAA"), which as of March 18, 2026 now requires directors and officers ("D&Os") of foreign private issuers ("FPIs") to comply with the reporting obligations under Section 16(a) of the Exchange Act.
On February 24, 2026, the U.S. Securities and Exchange Commission (“SEC” or “Commission”) Division of Enforcement (“Enforcement Division”) announced significant updates to its Enforcement Manual (the “Manual”), marking the first major revision since 2017.