When stock prices drop for reasons unrelated to company fundamentals, those companies are vulnerable to opportunistic activists and potential unsolicited acquirors, who can otherwise acquire a large stake before filing a Schedule 13D or 13G or HSR Form. In addition, the CARES Act has provided for enhanced NOL carryback opportunities for some companies, increasing the need to protect their NOL assets. In both cases, companies need to consider measures to protect their shareholders to enable them to benefit from the return to more normal share prices or to realize the value of their NOL assets. In fact, 2020 has already seen a significant uptick in preemptive standard and NOL pill adoption.
View key areas public company boards should consider in the current environment.
Publication
On 3 July 2025 the UK Takeover Panel (Panel) published PCP 2025/1: Dual class share structures, IPOs and share buybacks (Consultation) setting out a proposed framework for the application of the UK Takeover Code (Code) to companies with dual class share structures (DCSS companies).
Publication
In Sapura Fabrication Sdn Bhd and others v GAS and anor appeal [2025] SGCA 13, the Singapore Court of Appeal made important findings
Publication
Recent announcements by the Canadian federal government to invest billions of dollars to modernize the Canadian Armed Forces, build a self-sufficient domestic defence and security industrial base, and reduce reliance on the United States for defence capabilities signal Canada’s renewed commitment to national defence and security and a diversification of its strategic alliances.
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