March 24, 2005

Latest Analysis of Post-Omnicare Cases

For M&A practitioners, Omnicare – and what it really means – continues to be a heated topic. Learn more in this interview with Dan Sternberg on Delaware Applying Narrow Interpretation of Omnicare.

Easier Company Searches on EDGAR

Good news! There is a handy new feature on the SEC’s EDGAR company search page that allows you to search by ticker for the largest 1500 publicly traded companies.

Martha and Her D&O Insurance

From page F-34 of the Martha Stewart Living Omnimedia 10-K under “Related Party Transactions”:

“Martha Stewart has submitted a claim, pursuant to the Corporation’s By-laws, for approximately $3.7 million, for reimbursement of certain expenses relating to her defense of the count of the federal criminal complaint against her alleging she made false and misleading statements intended to influence the price of the Corporation’s stock. Ms. Stewart’s defense of this count was successful and a judgment of acquittal was entered in her favor. The Corporation and Ms. Stewart submitted the question of whether or not she is entitled to indemnification to an independent expert on Delaware law. On March 15, 2005 the independent expert determined that Ms. Stewart is entitled to indemnification. The Corporation believes that any amount to be reimbursed to Ms. Stewart will be reimbursable to the Corporation under its Directors & Officers insurance policy and, accordingly, does not believe that the payment will result in an expense to the Corporation.”

Tune in for our webcast – “D&O Insurance Today” – on April 13th to learn how D&O insurance practices are changing and what you should do about it!