S&C Critical Insights

Sullivan & Cromwell
S&C Critical Insights

Sullivan & Cromwell present the S&C Critical Insights podcast. Topics include M&A trends across industries, corporate governance including shareholder activism, litigation, arbitration, products liability, and more.

  1. NOV 11

    Upcoming Supreme Court Argument in NVIDIA Corp. v. E. Ohman J:or Fonder AB

    In this episode of S&C’s Critical Insights, Jeff Scott and Julia Malkina, Co-Heads of S&C’s Securities Litigation Practice, discuss the upcoming November 13 oral argument in NVIDIA Corp. v. E. Ohman J:or Fonder AB and the potential implications for companies’ securities-litigation exposure.

    24 min

  2. NOV 5

    Upcoming Supreme Court Argument in Facebook v. Amalgamated Bank

    In this episode of S&C’s Critical Insights, Jeff Scott and Julia Malkina, Co-Heads of S&C’s Securities Litigation Practice, discuss the upcoming November 6 oral argument in Facebook v. Amalgamated Bank and its implications for companies’ risk disclosures and potential litigation regarding those disclosures.  The issue before the Court is whether a company’s risk disclosures are false or misleading when they do not disclose that a risk has materialized in the past—and if so, under what circumstances. Public companies routinely make such risk disclosures, so this case has the potential to have significant effects both on companies’ disclosure practices and potential exposure.

    18 min

  3. NOV 4

    The Impact of the FTC’s Changes to the Hart-Scott-Rodino Form

    In this episode of S&C’s Critical Insights, Samantha Hynes, a partner in S&C’s Antitrust Group, and Brad Smith, special counsel in the Antitrust Group, discuss the impact of the Federal Trade Commission’s final rule that made substantial modifications to the form used to report transactions requiring a premerger filing under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. The new form will require substantially more information and documents than are currently required.

    13 min

  4. OCT 11

    The Clement Decision: Implications for Controlling Shareholders and Clarification of the Unique Benefit Principle

    In this episode of S&C’s Critical Insights, S&C litigation partner John Hardiman discusses Vice Chancellor J. Travis Laster’s recent ruling in Sarah Clement v. Apollo Global Management and its implications for controlling shareholders in M&A transactions. Despite the Delaware Chancery Court’s intense scrutiny of transactions involving controlling shareholders, the Court gave the controller a rare win and dismissed a complaint alleging that a merger was unfair because the controller allegedly extracted unique benefits to the determinant of minority shareholders. Along the way, the court also elaborated upon two issues of Delaware “unique benefit” law in controlling stockholder transactions of interest to Delaware practitioners: (i) whether the unique benefit received by the controller has to be at the expense of the minority; and (ii) the framework for analyzing challenges to a merger where the claimed benefit is the elimination of litigation exposure.

    22 min

  5. OCT 9

    Lessons from the 2024 Proxy Season, Part 2

    In this episode of S&C’s Critical Insights, Corporate Governance Co-Heads Marc Treviño and Melissa Sawyer and Special Counsel June Hu continue to analyze significant trends and developments that emerged from the recent U.S. annual meeting proxy season and provide takeaways for 2025.

    11 min

  6. OCT 8

    Lessons from the 2024 Proxy Season, Part 1

    In this episode of S&C’s Critical Insights, Corporate Governance Co-Head Marc Treviño analyzes significant trends and developments that emerged from the recent U.S. annual meeting proxy season.

    7 min

  7. SEP 18

    Key Takeaways for U.S. Companies Considering Cross-Border Investments

    In this episode of S&C’s Critical Insights, Tony Lewis and Eric Kadel, Co-Heads of S&C’s National Security Practice, Sergio Galvis, Head of the Firm’s Latin American Practice and Inosi Nyatta, Co-Head of S&C’s Project Finance Group, discuss key takeaways for U.S. companies considering cross-border investments, especially in light of the new Treasury Regulations that prohibit certain outbound investments in sensitive technologies.

    44 min

  8. SEP 10

    An Update on the FTC’s Non-Compete Rule, Part 2

    In this episode of S&C’s Critical Insights, Annie Ostrager, Co-Head of S&C’s Employment Law Group, and Jeannette Bander, a partner in S&C’s Executive Compensation Group, provide an update on the nationwide injunction against the FTC’s non-compete rule and discuss considerations for companies in light of this decision.

    6 min
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Ratings & Reviews

4.8
out of 5
22 Ratings

About

Sullivan & Cromwell present the S&C Critical Insights podcast. Topics include M&A trends across industries, corporate governance including shareholder activism, litigation, arbitration, products liability, and more.

Information

  • Creator
    Sullivan & Cromwell
  • Years Active
    2018 - 2024
  • Episodes
    100
  • Rating
    Clean
  • Copyright
    © Copyright 2018 All rights reserved.
  • Show Website
    S&C Critical Insights

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