On-Demand Learning

Corporate & Securities

Corporate Finance

Recorded on: Jan. 20, 2011

SPEAKER 1: OK, welcome back from your break. On our next topic, we're going to cover Purchase Money Security Interest and Consignments. And for this presentation, I'm proud to introduce Ken Karl from Sheppard Mullin in Los Angeles and I thank him for flying out here. And as you may remember this morning, I introduced one of the speakers and told you that he'd given me my first job out of law school. Well, Ken has done something slightly even more ...

Recorded on: May. 3, 2011

ANNA T. PINEDO: OK, we're going to start again with our next series of sessions, and we're going to focus on how a lot of the techniques that developed in connection with private placements have been applied to an even broader set of transactions in recent years, particularly to confidentially marketed public offerings and register directs. So with us this afternoon we have So Young Lee, and she is a director and assistant general counsel in the equity ...

Recorded on: Jan. 14, 2013

KENNETH CHIN: When Grace talked about the audience feedback, we really do welcome that. I just want to tell you that people last year said they appreciated some of the props I brought along for my presentation. I'm doing a slightly different one this year. But I also want to let you know that us UCC lawyers are a special breed, we actually have our own coffee. So if you want a taste of this, I'm going to pour some in my cup, but I'll leave the open ...

From the program: Secured Transactions 2013: What Lawyers Need to Know About UCC Article 9

Released on: Jan. 23, 2013

Article 9 of the Uniform Commercial Code applies to secured transactions, which are interests in specific collateral granted by the debtor in conjunction with the debtor’s promise to pay. At Secured Transactions 2013: What Lawyers Need to Know About UCC Article 9, you will learn the fundamentals of acquiring a security interest, including how to attach, to perfect (filing and non-filing methods) and to gain (and maintain) priority in the collateral ...

Recorded on: Jan. 20, 2011

STEVEN O. WEISE: Thanks Penny and Ken. As Penny said, feel free to ask questions as I go. Just sort of wave your arms and I'll try to see you and get back to you. In terms of materials, there's an outline starting at page 25 of the book and there was a handout, which is the traditional ubiquitous PowerPoint. Which is substantively the same and follows the same order as the outline in the book. So whatever your preferences is, you'll get the same ...

Recorded on: Jan. 20, 2011

KENNETH CHIN: OK so good afternoon and welcome back from lunch. I hope you all enjoyed your lunch. This afternoon, I'm going to focus my presentation on something which I've titled Common Assets and Uncommon Collateral. As you heard this morning, you heard a lot of the technical UCC terms being thrown around and those of us who practice in the field generally understand what sort of assets fit into what sort of asset categories, but a lot of people ...

Recorded on: Jan. 14, 2013

KENNETH CHIN: OK, welcome back. It's 1:30. And our first speaker this afternoon is Mae Rogers who is special counsel at Kramer Levin. And Mae focuses primarily on general banking and finance matters, including sales, foreclosure sales, done in accordance with the UCC. Mae has spoken at the City Bar Association as well. And without further ado, I'm going to let Mae take over. And her presentation is Common Assets, Uncommon Collateral, and Special ...

Recorded on: May. 3, 2011

ANNA T. PINEDO: All right, well we're going to get started again. And for the 10:00 to 11:00 hour, we're going to cover two very interesting set of topics, communications in connection with private placements. And both David and Jerry on our first panel, alluded to many of the issues regarding general solicitation. And Jerry provided some insight regarding the staff's review following the exchange with the Hill concerning general solicitations. So ...

Recorded on: Jan. 14, 2013

KENNETH CHIN: And for our next speaker we have Ken Carl, who's a partner at Sheppard Mullin from Los Angeles. I'm so happy he's traveled all the way across the country in order to give this presentation. Ken's practice focuses on lender and borrower representation and financing transactions, loan workouts, and bankruptcies. And Ken is a classmate of mine from law school. And I'm so happy that he's here. So Ken will talk to us about default and remedies. ...

Recorded on: May. 3, 2011

ANNA T. PINEDO: And Gerry. DAVID B. H. MARTIN: Great, thank you, Anna. Gerry, can you hear me? GERALD J. LAPORTE: Yes, I can. DAVID B. H. MARTIN: Sounds like maybe he can. I see the mouth moving. Maybe I still have this on mute. Can everybody in the room hear me? OK, let me see if we can pull this off. What Gerry and I want to do in the next 30-35 minutes is to give you a refresher, reminder, primer, however you want to think of it, on Regulation ...

Recorded on: Mar. 4, 2013

STEVEN L. BAGLIO: So I'm going to tackle the very beginning of how a venture backed company might be formed. And then I'll turn it over to Sarah, who will talk more specifically about venture capital deal terms. And by the way, if anybody in the live audience has a question, they should feel free to interrupt me as I go. And we'll stop periodically, if you'd like. So it's really three buckets within what I'm going to talk about. Just to organize. ...

From the program: Venture Capital 2013: Nuts and Bolts

Released on: Mar. 14, 2013

A thorough understanding of current market practice, deal terms and conditions, transaction documents and applicable securities, regulatory and ethical issues is critical in the venture capital business. This program, designed for those seeking a secure foundation in the venture capital field, will teach you the essentials of venture capital. From examining the anatomy of a venture capital deal, to participating in a mock term sheet negotiation, to ...

Recorded on: Mar. 20, 2012

CURTIS L. MO: Why don't we start with the first panel? Going down the line. Steve Baglio is a partner in the New York office of Gunderson Dettmer. Mick is co-chair of the emerging growth practice at WilmerHale in Waltham in Boston. And Ellen chairs the emerging growth practice from Covington's New York office. And they're going to talk about how do you position your company for financings and what do these financings look like that we're going to ...

Recorded on: Apr. 17, 2012

ANNA PINEDO: Good morning. If you're joining us on the web, we're going to get started with our next two segments. We're continuing on this morning in our discussion of private placements and exempt and hybrid securities offerings. This morning, we began with a general overview section 4(2), or now 4(a)(2), and the Regulation D safe harbor. As we discussed in our session, the securities that are sold in private placement transactions are restricted ...

Recorded on: Jan. 20, 2011

PENELOPE L. CHRISTOPHOROU: We're going to begin now. If everyone can take their seat. So we're going to be turning now to some special collateral types that were alluded to in Ed's and Steve's presentation, but as to which I'm going to go into a bit more detail. These are deposit accounts, securities accounts, and letters of credit. Basically we're going to go over what exactly these categories are, the role of control with respect to these categories, ...

Recorded on: Mar. 14, 2011

CURTIS: So without further ado, why don't we talk about Startup to Seed Financing. Anthony Pergola, facing us to our left here, is a Vice Chair and Cofounder of Lowenstein Sandler's tech group. They're very active, particularly in the near Tri-State area. He's also perfect for this topic because he's actually an active angel investor also. ANTHONY O. PERGOLA: Sure. Active in that I've made a number of angel investments that haven't exited or resulted ...

Recorded on: Jan. 14, 2013

KENNETH CHIN: Our next speaker is Darrell Pierce, who is the co-leader of his firm Dykema's Lending Team. He supervises the UCC filing team. Darrell is a member of the Article 9 Study Committee for the Permanent Editorial Board of the Uniform Commercial Code. He is the chair of the Article 9 Filing Project and the primary drafter of the International Association of Commercial Administrators' Model Administrative Rules for Article 9 Filing Offices. So ...

Recorded on: Jun. 6, 2011

KIRSTEN AUNAPU: OK great. Well, welcome back to our next segment, which is on accounting, auditing, and financial statements. I'd like to introduce to you two of my colleagues from Deloitte, both from the Dallas, Texas area. Dan Berner is an audit partner in the Dallas, Texas practice of Deloitte & Touche LLP. Dan has over 20 years of experience serving large complex clients in retail, consumer and industrial products industries. Dan has served ...

Recorded on: Oct. 12, 2011

MARC MILLER: OK. For those of you who joined us during the first session thank you, and good morning. As an introduction, my name is Marc Miller. I'll be chairing the two day conference. And again, appreciate everyone being here and being active listeners. And also as we said in the opening-- and I think on behalf of the next faculty-- to the extent there's questions, again please don't hesitate to raise your hand. During the session, for those ...

From the program: Acquiring or Selling the Privately Held Company 2013

Released on: Jun. 21, 2013

In this perennial favorite, our experienced faculty will walk you through all of the steps associated with acquiring and selling a privately held company, whether it is a large independent corporation, a division or subsidiary of a large public company, or a smaller venture capital-backed or family-owned entrepreneurial enterprise. You will learn about the special issues that apply when a private equity firm is the buyer or owns the target company, ...

Recorded on: Jun. 6, 2012

KIRSTEN AUNAPU: OK, thank you. Welcome back, and I'm pleased to introduce the dynamic duo of Dan Berner and Jason Downing. Dan is a Deloitte partner out of the Dallas, Texas audit practice. Deloitte's been serving large audit clients for the past 22 years, and has significant experience with SEC matters, including initial and follow-on registration statements, acquisitions, divestitures, and period filings. And our other colleague, Jason Downing, ...

Recorded on: Jun. 5, 2013

KIRSTEN AUNAPU: OK, great. Welcome back everyone. I'd like to welcome you to our next section, which is called A Detailed Look at Basic Financial Statements. We have two additional speakers from Deloitte. I'm pleased to announce my partner Sally Ann Flood. Sally Ann's the leader of our Bay Area real estate audit practice, here in San Francisco. And she's a national leader for the real estate funds in the US. She has more than 19 years of professional ...

From the program: Pocket MBA Summer 2013: Finance for Lawyers

Released on: Jun. 17, 2013

The ability to identify and appropriately use financial and accounting information is relevant to a wide range of legal and regulatory matters for attorneys and allied professionals. Litigators and transactional attorneys alike will benefit from this practical course designed specifically for non-accountants and taught by members of the nation’s top accounting, tax and advisory firms, leading law firms, in-house counsel and universities.Lecture Topics  ...

Recorded on: Dec. 7, 2011

CURTIS MO: OK, welcome back from the break. At our next panel we're going to talk about advanced exit topics, and then we'll follow with the whole regulatory panel that we laid out in the beginning. So right now, we had a return to the IPO market. We've got a surge in M&A activity, especially in the tech sector. And we've lined up two real pros to kind of talk about those areas. Peter Astiz is my partner, who's a global co-head of the technology ...

From the program: Advanced Swaps & Other Derivatives 2012

Recorded on: Oct. 19, 2012

Taken from the Web Program Advanced Swaps & Other Derivatives 2012 recorded October, 2012 in New York. Lecture Topics  [00:58:46] Swaps, Security-Based Swaps and Mixed Swaps: What's Covered and What isn't Covered by Dodd-Frank? Who Are the Regulators? What is the Extraterritorial Reach of Dodd-Frank?  [00:58:46] The CFTC, the SEC and the Prudential Regulators Potential reach and likely impact on market participants  ...