In the recent Sotheby’s case, the Delaware Court of Chancery permitted the creation of a two-tier defensive poison pill that provided for different treatment of activist and passive acquirers of stock in the art auction house. At about the same time, Valeant Pharmaceuticals and hedge fund Pershing Square Capital Management made headlines when they teamed up to bid on Allergan Inc., a smaller pharmaceutical company. Allergan’s board of directors defended against the joint bid by instituting a one-year poison pill. […] (More →)
Legalized marijuana sales have turned out to be a boon for the state of Colorado, which now expects to collect $98 million in tax revenue from recreational pot, 40% more than initially expected. Although business is by all accounts booming, cannabis growers and dispensaries are now facing a new challenge: where to put their money when banks won’t take it. Financial institutions are spooked by the possibility of facing federal money laundering charges for taking cash from marijuana related businesses […] (More →)
Stephen Crimmins’ 2013 CBLR article Insider Trading: Where is the Line? was cited by The Economist this week in an article concerning enforcement agencies’ successes in prosecuting insider trading. Crimmins’ piece concerns potential enhancements to the SEC and DOJ’s enforcement programs in the face of uncertain standards for liability. The Economist‘s piece can be accessed here.
On February 14, Comcast and Time Warner Cable (TWC) announced that they had reached a merger agreement that would allow Comcast to acquire Time Warner Cable for $45.2 billion. The deal came largely as a surprise, since Time Warner Cable had been the target of a highly public hostile takeover effort by Charter Communications Inc. The deal between Comcast and Time Warner Cable would bring together the two largest cable providers in the country and form a combined company with […] (More →)
Dewey and LeBoeuf, the former prominent New York law firm, has found its name plastered across multiple news outlets once again. The firm’s former chairman, executive director, chief financial officer, and client relations manager have all been charged by Manhattan District Attorney, Cyrus Vance Jr., in a 106-count indictment alleging, among other things, that each was engaged in a pattern of grand larceny, securities fraud, and falsifying business records. The SEC has also filed its own separate civil suit connected […] (More →)
Broadcasters have just won their first major victory in their ongoing copyright infringement litigation against online TV provider Aereo. On February 19, Utah District Court Judge Dale Kimball issued a preliminary injunction against Aereo applicable throughout the 10th Circuit’s six-state jurisdiction. The 10th Circuit subsequently declined to stay the injunction, and Aereo shut down in the Denver and Salt Lake City markets on March 8th. This decision is the latest skirmish in a nationwide legal battle that will culminate when […] (More →)
The SEC Goes to Hollywood: The Implications of Securities Regulations for Equity Crowdfunding of Creative Projects
On March 14, 2014, Warner Bros. will release the Veronica Mars movie for both theater and home viewing. The film is based on the eponymous television series that the CW cancelled in 2007 after only three seasons, and Kristen Bell returns in the title role as a former teenage detective who has since graduated from our very own Columbia Law School. Despite its short run, the series had developed a cultlike following, and fans (known as “Marshmallows”) were devastated by […] (More →)
Terms of the Deal For years, Comcast and Time Warner Cable subscribers competed in a game of “Who has it worse?” swapping tales of exorbitant prices, dropped services, missed appointments, and hours spent on the phone to remedy a full spectrum of cable and internet plights. Now, subscribers can truly commiserate together: last month, the two largest television providers in the country (and, incidentally, the two lowest ranked in terms of consumer satisfaction) agreed to Comcast’s mammoth $45.2 billion acquisition […] (More →)
Can a for-profit corporation deny employee health coverage of contraceptives, to which employees are otherwise entitled under federal law, due to religious objections by the corporation’s owners? On March 25, 2014, the Supreme Court will answer this question when it hears arguments from Hobby Lobby (an arts-and-crafts chain) and Conestoga Wood (a wood manufacturer). These two companies have challenged the Affordable Care Act (“ACA”) requirement that employer health plans cover the full range of Food […] (More →)
Not-for-profit corporations provide an array of beneficial social services in virtually every sector imaginable, but these valuable organizations perpetually face the danger of being underfunded. In particular, non-profits struggle to convince donors to give sufficient amounts for the organization’s overhead expenses, as result-driven donors feel less passionate about funding an organization’s electricity bill than about helping support those activities that more directly affect a non-profit’s beneficiaries. Moreover, these organizations have increasingly been the victims of government spending cuts, rendering what […] (More →)
Columbia Business Law Review is the first legal periodical at a national law school to be devoted solely to the publication of articles focusing on the interaction of the legal profession and the business community. The review publishes three issues yearly, which involve students in the editing of leading articles in business law, as well as the production of student-written notes.