Schulte Roth & Zabel partner Ele Klein was recently quoted in Ronald Orol's article for The Deal, “SEC Waters Down Activist 13D Rules.”
Discussing the SEC's adoption of rules regarding Schedule 13D reports, Ele noted that the final rules were not as tough on activist investors as originally expected. He commented, “I may be critical of why [the SEC] felt they needed to propose changes in the first place but give them credit for taking in feedback and making changes.”
Among the requirements of the new rules are that activist investors will be required to disclose their positions within five business days versus the current 10 calendar day window and amended 13D reports will be required within two business days of a material change in ownership.
Referencing the SEC's guidance on derivatives investments related to 13D disclosures, Ele explained, activists for the most part are aware of the points made in the guidance and ensure that their swaps contracts aren’t intended to convey any voting or investment rights.
Read the article.