More than 2,200 people and small firms filed bankruptcy this year under the so-called Subchapter V rules, which make it cheaper and faster to win relief from creditors, according to data provider Epiq Bankruptcy Analytics.
US envoy Steve Witkoff and Trump's son-in-law and unofficial diplomat Jared Kushner have been at the Kremlin on Tuesday for high-level talks with President Vladimir Putin. The Americans are presenting Trump's Ukraine peace plan in its current form after the high stakes Miami meeting with the Ukrainian delegation, which focused on ceding territory and what future boundaries might look like in the Donbass.
President Putin's public words in the context of the meeting wherein the US side is formally pitching the plan have presented an opportunity for him to lash out at Europe. If Europe starts a war with Russia, soon there will be "no one left to negotiate with" - he warned after several EU and NATO officials have lately issued hawkish words and threats.
Russia is not planning to fight European countries, but if Europe starts a war, Russia is "ready right now" - the Russian leader said. The Kremlin had last month issued a generally positive outlook on what it framed as genuine efforts of the Trump administration to reach peace settlement in Ukraine. Putin has previously said the now 19-point plan could be a workable basis on which to find a solution. By day's end Tuesday, the world might get a better glimpse of how this is proceeding.
But on the question of Europe, which has been largely sidelined when it comes to the US peace plan version, Putin is angry. He denounced a recent series of drone strikes on oil and gas tankers carrying Russian energy exports acts of "piracy".
He also on Tuesday made clear that European demands related to Moscow are not at all acceptable, suggesting that they are by intention an effort to prod and anger Russia. He said that "Europe only proposes unacceptable demands," according to Interfax. "They are on the side of war," he said of the Europeans.
Importantly, he also vowed to expand strikes on Ukrainian ports, as retaliation for the some four tankers which have already been hit by Ukrainian attacks, which are believed to have had the support of Western intelligence. According to more of his words via newswires:
President Zelensky has meanwhile admitted the road ahead will be "tough" - but he's yet to outright reject the Trump-proposed plan, also knowing he could be cut off in terms of US funding and political support at any time.
Below is a note contextualizing where things stand via Rabobank...
* * *
Ukraine is saying there are still “tough issues” to be resolved to get to a peace deal, but the US revolver on the table may overcome them: the White House team is in Moscow to negotiate; Europeans are not at the table. That’s as Russia claimed Filipino troops are fighting in Ukraine(!); a test of its Satan II ballistic missile failed; a Chinese firm took a stake in a Russian drone maker; and Russia claimed it’s finally captured the strategic Ukrainian towns of Pokrovsk and Vovchansk.
Europe is to revamp its border-control force and told the White House it won’t accept a pardon for Putin’s war crimes in any deal - but what if the US agrees one? The WSJ says ‘Trump’s Push to End the Ukraine War Is Sowing Fresh Fear About NATO’s Future.’ That all smells like a lot more military spending for Europe, and faster than timetabled; or a split between those who see it as necessary and those who think you can defend yourself with committees and acronyms.
California was once known as the destination for anyone seeking a fortune, from the Gold Rush to Hollywood. The image of a line of wagon trains heading West has now been replaced by a line of U-Hauls heading anywhere but California. Unable to stem the exodus, California is again toying with retroactive taxes — targeting the wealthy regardless of whether they flee the state.
Welcome to Hotel California, “you can check out any time you like, but you can never leave.”
California democrats have long faced the same dilemma of constantly tapping the wealthy to cover their deficit spending: these individuals and their wealth are mobile. They can simply leave and many are doing so. We recently discussed how California is now losing a taxpayer every minute.
Previously, the state moved to tax people who left the state. Now, the state is seeking a billionaire tax and making it retroactive. Thus, even if you were waiting to decide to leave, it is too late. You are being taxed for the prior year.
California Governor Gavin Newsom is pushing the retroactive billionaire tax targeting the roughly 220 billionaires residing in California in 2025. It signals not just desperation in the face of crippling debt and overspending but a recognition that California is chasing its highest earners out of the state.
The “2026 Billionaires Tax Act” would impose a one-time 5% tax on individual wealth exceeding $1 billion. While technically using 2026 wealth figures, it would apply to billionaires who resided in California in 2025.
So you cannot hope to flee… at least with your wealth intact.
It is a penalty for those who stayed too long hoping that rational minds would prevail in California.
The tax is a familiar tactic of many in politics who attack the wealthiest citizens as somehow ripping off the poor.
If states can do this for billionaires, it is likely to do it for those in lower tax brackets as they face the choice between financial discipline and tax increases.
As I discuss in my forthcoming book, Rage and the Republic: The Unfinished Story of the American Revolution, there is a common myth that the top five percent of this country do not “pay their fair share.” However, putting that debate aside, the question is whether it will produce more revenue than it costs the state in the long run. As these politicians campaign on clipping the “fat cats” who are not paying their fair share, many are likely to follow the exodus to lower tax states with greater fiscal discipline.
The constitutionality of a retroactive tax has long been controversial. In Landgraf v. USI Film Products (1994), the Supreme Court declared “the presumption against retroactive legislation is deeply rooted in our jurisprudence… [e]lementary considerations of fairness dictate that individuals should have an opportunity to know what the law is and conform their conduct accordingly; settled expectations should not be lightly disrupted.”
Most Americans are obviously not billionaires, but see the obvious unfairness to such retroactive taxes. People are allowed to make decisions on whether they want to stay in a state and how to invest their money in light of tax and other considerations. These retroactive taxes allow a bait-and-switch for taxpayers as politicians tap wealth from prior years.
However, in United States v. Carlton (1994), the Court addressed a new estate tax deduction for selling stock in employee stock ownership plans that was included in the 1986 tax reform law. In January 1987, the IRS announced that the legislation had a flaw: it did not require a taxpayer to own the stock before dying. New legislation was passed in December 1987 with retroactive effect to the 1986 law.
The Supreme Court refused to strike down the 14 months of retroactive application. Calling the change “modest,” the Court noted that the IRS sent out a quick notice that it would seek a legislative fix, and that the law essentially corrected an unintended error. However, even that left some on the Court uneasy, and justices like Sandra Day O’Connor, Antonin Scalia, and Clarence Thomas warned against “bait-and-switch taxation.” The key was the notice and the fact that it only applied to a single year.
Some retroactive taxes have been struck down. For example, in Blodgett v. Holden, 275 U.S. 142 (1927), a 12-year period of retroactivity was struck down as “so arbitrary and capricious as to amount to confiscation.”
The Court has left the area a mess of countervailing rationales and holdings. However, it has clearly held that retroactive taxes are not per se unconstitutional. In Welch v. Henry, 305 U.S. 134, 147 (1938), the Court upheld a retroactive tax and held that the outcome depends upon whether “retroactive application is so harsh and oppressive as to transgress the constitutional limitation.” It stressed that:
“Provided that the retroactive application of a statute is supported by a legitimate legislative purpose furthered by rational means, judgments about the wisdom of such legislation remain within the exclusive province of the legislative and executive branches . . .’
The rational basis test is difficult for a state to fail. However, California could force the Court to reexamine this area and offer more concrete protections for citizens who are retroactively fleeced by a state.
Until then, welcome to the Hotel California:
Last thing I remember, I was
Running for the door
I had to find the passage back
To the place I was before
“Relax,” said the night man
“We are programmed to receive
You can check out any time you like
But you can never leave”
In one of the most consequential pharmaceutical-merger disputes in recent memory, a U.S. federal judge has ruled that Bristol Myers Squibb (BMS) must face a $6.7 billion lawsuit brought by the trustee for former Celgene shareholders. The suit alleges that Bristol Myers intentionally delayed regulatory approval of a critical cancer therapy, Breyanzi a long enough to avoid paying billions owed under a 2019 merger agreement.
The decision, issued December 1, 2025, by U.S. District Judge Jesse Furman, rejected BMS’s attempt to dismiss the case and cleared the way for a high-stakes legal battle that could reshape how contingent-value rights (CVRs) are structured and enforced across the pharmaceutical industry. The ruling not only exposes Bristol Myers to severe financial liability but also signals to corporate executives that strategic timing around drug approvals carries significant legal risk.
When Bristol Myers acquired Celgene in 2019, shareholders received CVRs each valued at $9 contingent upon three Celgene-developed drugs receiving FDA approval by specific deadlines. These included:
CVRs are common in biotech acquisitions, especially when drug pipelines contain promising but not yet approved products. They allow buyers to avoid overpaying upfront while promising sellers additional compensation if regulatory milestones are met.
But CVRs are legally binding contracts. Missing a milestone by even a single day can void them and in this case, it erased $6.7 billion in shareholder value.
Breyanzi received FDA approval on February 5, 2021, missing the contractual deadline by just over five weeks. This single delay automatically rendered the CVRs worthless.
According to the lawsuit, filed by UMB Bank, the trustee representing CVR holders, Bristol Myers:
The CVR agreement required BMS to use the same level of effort it applied to its other top-priority drugs. The plaintiffs argue the company did not do so.
Multiple earlier lawsuits were dismissed in 2024, but this time the court ruled that the trustee has proper legal standing and that the allegations, if proven, could constitute breach of contract and breach of the implied covenant of good faith and fair dealing.
Judge Furman’s decision did not determine liability but it did find enough factual disputes to justify a full trial.
Key reasons the court allowed the case to move forward:
The CVR contract required Bristol Myers to pursue regulatory approval with consistent intensity. Whether BMS acted diligently is a fact-specific inquiry, unsuitable for dismissal early in the process.
Approval came only five weeks late a timeline the court noted could reasonably suggest that on-time approval was achievable with diligent effort.
The judge ruled that delisting CVRs may support an inference of intent to undermine enforcement, strengthening the good-faith claim.
The court clarified that UMB Bank, acting as trustee, has authority to sue on behalf of all CVR holders — solving the issue that doomed earlier lawsuits.
With these findings, the case proceeds to discovery, where Bristol Myers’ internal communications, regulatory-submission timelines, and manufacturing-readiness documents will come under intense scrutiny.
A $6.7 billion judgment or even a substantial settlement would represent one of the largest post-merger payouts in pharmaceutical history. Even for a company of BMS’s size, such a ruling could materially affect:
The case could force courts to examine whether financial motives played a role in regulatory timing — an area historically left to scientific and operational judgment.
If plaintiffs win, future mergers may require:
CVRs may become rarer, or at least risk-adjusted to account for legal exposure.
Should evidence reveal intentional delay, executives could face:
Corporate boards may also be pressured to reform oversight of contingent obligations.
This case is already resonating across the pharmaceutical and biotech sectors. With acquisitions increasingly relying on future drug performance, companies must recognize that CVR-based deals can become legal minefields if obligations aren’t met with full transparency and effort.
The ruling also sends a message about fiduciary duties:
Companies cannot assume that missing regulatory deadlines especially by narrow margins will shield them from contractual consequences.
In short, the lawsuit forces the industry to confront a fundamental question:
What does “best efforts” truly mean when billions are on the line?
Investments in supply chain efficiencies are beginning to pay off for United Natural Foods (UNFI) as the company achieved improved profitability in the fiscal first quarter despite a modest loss in sales.
Shares are up almost 5% in premarket trading after an 8% plunge during Monday’s regular trading session.
“Our network optimization is proceeding ahead of schedule, and the benefits of recent supply chain investments, coupled with process improvements, is enabling us to strengthen service levels and increase throughput. This helped us deliver adjusted EBITDA growth of nearly 25%, free cash flow meaningfully above last year and a sequential net leverage decline,” said Sandy Douglas, UNFI’s CEO.
Reflecting the closure of several retail stores and the transition out of the Allentown, PA distribution center, sales were down 0.4% to $7.8B, missing expectations by $110M.
But as efficiencies began to gain traction, including improved customer service, profitability improved dramatically from a loss of $0.35 per share to a loss of $0.06 in the fiscal first quarter. On an adjusted basis, United Natural Foods (UNFI) earned a profit of $0.56 per share, up 250% from last year and $0.16 better than anticipated.
Additionally, a key operating income metric rose 25% to $167M. Operating expenses were 12.7% of net sales compared to 12.9% in the same quarter last year, driven by higher levels of distribution center productivity.
Free cash flow improved from negative $159M to negative $54M.
For fiscal 2026, the company continues to expect net sales to be within the range of $31.6M to $32M versus $32.2M estimates. Adjusted earnings are seen to be between $1.50 and $2.30 per share with a midpoint of $1.90 that is below the $2.00 estimate. Adjusted EBITDA is targeted for $630M to $700M versus $552M in FY25.
– First and only investigational medicine for rare, often fatal neurological condition –
– On track to submit new drug application (NDA) in Q1 2026 –
Ionis Pharmaceuticals, Inc. (Nasdaq: IONS) today announced that the U.S. Food and Drug Administration (FDA) has granted Breakthrough Therapy designation to zilganersen for the treatment of Alexander disease (AxD), a rare, progressive and often fatal neurological condition. Over time, it can lead to loss of mobility and independence, along with difficulties walking, speaking, swallowing and breathing. There are currently no approved disease-modifying treatments for AxD. Breakthrough Therapy designation is intended to expedite the review of medicines that treat a serious or life-threatening condition and have shown preliminary clinical evidence indicating the potential for substantial improvement over available therapies.
https://finance.yahoo.com/news/ionis-receives-u-fda-breakthrough-120000903.html
