Duty to Disclose Purchase or Sale Activity

Publicly traded franchisors considering a merger, an acquisition, or being acquired confront significant dis? closure obligations imposed by franchise disclosure laws and securities laws at both the federal and state levels. These laws establish a panoply of requirements and prohi? bitions that must be applied on a case-by-case basis to determine: (1) what the merging/acquiring/acquired fran? chisor may disclose, must disclose, and can refrain from disclosing; (2) when such disclosures must be updated; and (3) at what stage of the negotiations such disclosure may or must be made.