Insights on Corporate & Securities

The US Securities and Exchange Commission (SEC) has proposed comprehensive amendments to modernize securities registration. The proposed rules would dramatically expand Form S-3 eligibility, replace the well-known seasoned issuer (WKSI) framework for domestic issuers with a new three-tier system, modernize Form S-1, and preempt state securities law registration for all registered offerings.

On April 20, the Delaware Court of Chancery issued a post-trial opinion in DSM HoldCo, Inc. v. Demoulas, upholding the termination of Arthur T. Demoulas as president and CEO of the Market Basket grocery store chain.

ArentFox Schiff served as IP counsel to premier brand management company, Marquee Brands, in a definitive agreement to acquire a majority interest in Italian luxury fashion company, Roberto Cavalli, through a strategic partnership with the Dubai-based conglomerate, DAMAC Group.

Nasdaq has significantly raised the financial bar for special purpose acquisition company (SPAC) listings. Effective May 15, the minimum market value listing threshold increases to $100 million on the Global Market and $75 million on the Capital Market, with stricter shareholder requirements on both tiers.

The US Securities and Exchange Commission (SEC) has proposed amendments that would allow public companies to file semiannual reports in lieu of quarterly reports, marking a significant shift in the longstanding interim reporting framework under the federal securities laws. If adopted, companies would have the flexibility to file one semiannual report and one annual report each fiscal year, instead of three quarterly reports and one annual report.

When the Delaware Supreme Court held in Maffei v. Palkon that Tripadvisor’s reincorporation from Delaware to Nevada should be reviewed under the business judgement rule and not the entire fairness standard (all but ensuring the company’s departure), the business community widely viewed the decision as another nail in the coffin of Delaware’s dominance of corporate formations.

ArentFox Schiff served as legal counsel to the National Women’s Soccer League (NWSL) in the transaction awarding its 18th franchise to the City of Columbus. The team will debut in 2028, alongside the 17th expansion team in Atlanta.

As in 2025, the first few months of 2026 have seen fashion and retail companies operating in an environment where legal developments increasingly shape day-to-day business decisions, and the same is expected to continue throughout the rest of the year.

ArentFox Schiff served as legal adviser to BUNN, formerly known as Bunn-O-Matic Corporation, in the company’s acquisition by Ali Group, a global leader in the foodservice equipment industry.

As continuation fund activity continues to accelerate in both volume and complexity, the Institutional Limited Partners Association (ILPA) has introduced a new Continuation Fund Disclosure Template designed to bring greater standardization and transparency to these transactions.

As the beverage and food industry enters 2026, companies face a rapidly changing legal environment shaped by an expanding litigation landscape, evolving regulatory frameworks, and renewed transactional activity.

ArentFox Schiff is pleased to announce that five thought leaders have been recognized by the 2026 JD Supra Readers’ Choice Awards, which acknowledge the visibility and engagement their thought leadership has earned among readers over the past year.

ArentFox Schiff represented top national civil engineering firm, Vanasse Hangen Brustlin, Inc. (VHB), in the acquisition of Pennsylvania-based transportation engineering firm, Drive Engineering Corp.

AFS Partner Jon Jurva will speak at the 19th Annual Emerging Manager & MWBE Conference on February 13, 2026.

The US market is both coveted and feared by overseas consumer‑product suppliers. Coveted for its scale and purchasing power, with fear that US product‑liability litigation inevitably follows sales.

AFS counsel James Fahy has been selected to serve as a juror for the 2026 Opus Prize in collaboration with DePaul University.

ArentFox Schiff is pleased to announce the launch of its Longevity & Healthspan Industry Group, a cross-sector initiative supporting the rapidly expanding ecosystem of companies advancing anti-aging innovation, wellness, and preventive health.

As fashion brands enter 2026, supply-chain pressure, tariff uncertainty, and rising tech spend are accelerating interest in private equity (PE) partnerships.

The enforcement landscape entering 2026 points to sustained False Claims Act activity across traditional health care fraud, AI-enabled misconduct, civil rights–based claims, customs and tariff fraud, and expanding theories of investor liability.

AFS attorneys Jon Jurva, Vanessa Meeks, and Kendall Murphy provide an overview of the SEC Division of Examinations’ December 16, 2025 risk alert addressing advisers’ compliance with the Advisers Act Marketing Rule, with a focus on testimonials, endorsements, and third party ratings.

On December 16, 2025, the US Securities and Exchange Commission’s (SEC) Division of Examinations released a risk alert, “Additional Observations Regarding Advisers’ Compliance with the Advisers Act Marketing Rule.”

ArentFox Schiff is pleased to announce the election of 18 new partners, effective January 1, 2026.

ArentFox Schiff is pleased to announce that Julia Zhu-Morelli has joined the firm’s Corporate & Securities practice in Los Angeles as a partner. Julia brings extensive experience representing US and Chinese companies in complex corporate and transactional matters.

No need to bring a crib sheet, the US Securities and Exchange Commission (SEC) Division of Examinations just revealed (some of) this year’s test.

ArentFox Schiff served as legal counsel to the National Women’s Soccer League (NWSL) for the transaction awarding its 17th franchise to the City of Atlanta.