Brooks Pierce Partner David Smyth provided analysis regarding whether a Pennsylvania pharmaceutical company violated SEC rules for disclosing a business transaction with an independent director in this article in the Pittsburgh Post-Gazette.
An excerpt from the article by journalists Len Boselovic and Mark Belko:
David Smyth, a former assistant director in the SEC’s enforcement division, said that, based on the Journal’s story, “It just doesn’t look like an arms-length deal.” Mr. Smyth, who is in private practice in Raleigh, N.C., said the SEC rules provide “a lot of room for interpretation.”
Some advisers may tell a company to err on the side of caution and disclose a transaction, while others would recommend taking a more aggressive course by not disclosing it, he said. Taking the cautious approach is not always the best strategy and may not pose the least risk, Mr. Smyth said.