On-Demand Learning

Past 3 Months

Corporate & Securities

Released on: Apr. 2, 2013

Taken from the briefing Europe for Sale? European M&A Opportunities and Challenges in 2013 recorded March, 2013. Against a backdrop of economic and political uncertainty, the European capital markets are undoubtedly in turmoil. Valuations of many European companies have slipped and several companies are seeking to divest non-core businesses and operations to improve their balance sheets. In addition, some European companies are nearing the ...

Recorded on: Feb. 25, 2013

PAUL J. SHIM: So welcome back. Hope everyone enjoyed a brief break. Now that we've discussed the decision to affect the spin off as well as the parameters that go into the architectural design, we're now going to go into the nitty-gritty of actually carrying the spin off out and pulling it off. For this panel I'm pleased to be joined by Howard Adler of Clifford Chance and my Cleary Gottlieb colleague, Daniel Ilan, who's filling in today for Russ Binns, ...

Recorded on: Mar. 4, 2013

PAUL E. HURDLOW: Great, thank you. We are back together after our break. And our next session is going to be focused on the exits that the venture capital backed companies can hope to experience. And I'll be participating on this panel directly. But that's the bad news. The good news is you get to hear from John Egan. John is over here on the right of Lizette. And he's a partner with a Goodwin Procter and focuses on securities and M&A work for ...

Released on: Feb. 12, 2013

Taken from the briefing FERC: Policing the Physical Energy Markets recorded January, 2013. The Federal Energy Regulatory Commission (FERC) became an enforcement agency in 2005 when Congress enacted the Energy Policy Act, which authorized the agency, inter alia, to impose million-dollar a day penalties and police against manipulation of the physical electric energy and natural gas markets.  FERC implemented this authority by issuing policy ...

Recorded on: Feb. 12, 2013

AMY TAUB: Thank you. Hello, my name is Amy Taub. And I am a program attorney with PLI. I would like to welcome you to today's briefing, FERC-- Policing the Physical Energy Markets. Before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via the Course Handbook tab in the ...

Released on: Feb. 28, 2013

Taken from the briefing Final FATCA Regulations: What Hedge Funds and Private Equity Funds Need to Know recorded February, 2013. The FATCA regime represents the IRS’s far-reaching effort to require “foreign financial institutions,” including offshore investment vehicles, to assist it in enforcing the US tax obligations of US persons. The lengthy final FATCA regulations were published on January 17, 2013. The FATCA regime will ...

Recorded on: Mar. 20, 2013

ANN S. MAKICH: So good morning again, everybody. It's 11:15 and we're going to start part two of our presentation. And the main focus in the second half, after the meat and potatoes of financial statements in the first half-- thank you, Chad-- is to talk a little bit about applying some of the concepts and data that we learned in the first half to practical legal practice in three main areas. The first is due diligence and disclosure and understanding ...

From the program: How to Read Financial Statements 2013

Released on: Apr. 3, 2013

Financial statements provide great insight into the financial activities of a corporation.  For some corporations, these statements may be complex and can require extensive review.  Attorneys are often involved in negotiating, structuring, or litigating matters where understanding a corporation’s financial statements is an essential element of the overall engagement. In this practical program, a distinguished panel of experts ...

Recorded on: Apr. 22, 2013

ANNA PINEDO: So joining us for the integration discussion today are Cathy Dixon. And Cathy's a partner in Weil Gotshal's Washington DC office in the securities area. And before joining Weil, Cathy was the chief counsel of the Division of Corporation Finance at the SEC. And also joining us is Stan Keller, a partner at Edwards Wildman Palmer in Boston. And Stan, of course, has extensive experience in securities offerings and has been very actively ...

Recorded on: Mar. 6, 2013

KATHERINE L. HENDERSON: Welcome back everyone. I hope you had a good lunch. I have the privilege of introducing our next panelist. And I'm sure most of you in the room and at home already know who he is. But I will give you some of the highlights of his impressive background. Professor Grundfest is the William A. Franke professor of law and business at Stanford Law School. And he's Senior Faculty at the Rock Center on Corporate Governance also at ...

From the program: Trends in Merger Litigation 2013: Corporate, Litigation, and Judicial Perspectives

Released on: Mar. 19, 2013

Over the past several years, virtually all going private transactions and most public company mergers have led almost immediately to merger-related litigation.  These litigations have a unique dynamic given their interaction with corporation transactions that typically move on a highly accelerated timeline.  Merger litigation is also often complicated by the fact that multiple suits are often filed in different venues (both state and federal) ...

Recorded on: Apr. 30, 2013

CLIFFORD E. KIRSCH: I'd like to get started again. And in this next panel, we begin taking a dive into the regulation of investment companies, as it exists today and, again, taking a pretty in-depth look into the Investment Company Act. And in this panel, Fund Anatomy, we take an inside look at the mutual fund. And what we're going to look at is the mutual fund regulations, with respect to the board of directors, portfolio management, and also how ...

Recorded on: Apr. 30, 2013

LAURIN BLUMENTHAL KLEIMAN: Welcome back. This next panel is always a real crowd-pleaser. Fund litigation-- we just got finished talking about the regulatory oversight and what the SEC can do to make a fund's life challenging. Now we're going to talk about the adventures that funds have gone through in the courts. My two panelists have been with this program for several years, and it's always really interesting to hear what they have to say. To my ...

Recorded on: Apr. 30, 2013

CLIFFORD E. KIRSCH: Alrighty, welcome back. We're going to start. I know others will be joining us as we begin chatting. And welcome back to the folks on the web as well. Thanks for joining us. On this panel, we're going to go for an hour, looking at how a mutual fund markets itself and sells fund shares. And I'm delighted to be able to welcome two folks who are new to this program but not new at all to investment management regulation. To my far ...

Recorded on: Mar. 14, 2013

IGOR KIRMAN: OK. Why don't we get started? Welcome back everyone from your break and to those of you on the web. So let me first introduce this panel, in which I'll participate as well. I've already introduced myself. So my co-conspirators here. This is what I call an ex Sullivan and Cromwell panel because all three of us were actually at Sullivan and Cromwell in the late 1990s. We were there together. We overlapped so we're friendly and we moved ...

Recorded on: Feb. 7, 2013

DIANA BILLIK: Good afternoon. Welcome to this session, which is going to deal with OFAC, FCPA, and Bribery Act risks in a context of mergers and acquisitions as well as capital market transactions. My name is Diana Billik. I am a partner with Allen and Overy, resident in their Paris office. And I practice US securities laws. To my right, you have Nilufer Von Bismarck. If you haven't met her already from this morning, Nilufer is a partner with Slaughter ...

Recorded on: Feb. 22, 2013

Taken from the briefing Health Care Reform: An Employer's Essential Guide recorded February, 2013. Guidance on health care reform is coming in fast and from all angles.  The departments of Health and Human Services, Treasury and Labor have recently been releasing proposed rules in droves, with much more to come on the horizon.  Employers must already contend with several of the new rules, and other looming requirements will ...

Recorded on: Mar. 7, 2013

AMY TAUB: Thank you. Hello, my Name is Amy Taub. And I'm a program attorney with PLI. I would like to welcome you to today's briefing, Health Care Reform, an Employer's Essential Guide. Before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via the course handbook tab ...

Recorded on: Apr. 5, 2013

Taken from the briefing High-Stakes Corporate Compliance: Reducing Risk and Managing Potential Sanctionsrecorded April, 2013.The past few years have seen significant increases in compliance-related investigations, suspensions and debarments, and other actions by government agencies, regulators, and law enforcement. Many government enforcement actions focus on perceived weaknesses in corporate ethical culture, and require the appointment of independent ...

Recorded on: Mar. 25, 2013

SPEAKER 1: Thanks, everybody. LIZABETHANN EISEN: So now it is or our last panel of the day. And this is the hot topics panel. We're going to talk about a number of things. Joining me on the panel are Rob Evans, Will Fogg, and Joe Kaufman, who you've met at various points throughout the day. And we are going to cover comp committee issues, some new cyber security issues, SEC conflict minerals rules, which, for the first time this year, will be applicable, ...

Recorded on: Mar. 25, 2013

LIZABETHANN R. EISEN: I think we'll go ahead and get started. As a reminder, my name is Liz Ann Eisen. To my right is Joe Kaufman, from Simpson Thatcher. And to his right is Debbie O'Connell, a new panelist. Debbie joins us from PricewaterhouseCoopers, where she is a partner in the SEC services group within PwC's National Professional Services Group. Debbie stands out as a seasoned expert in the technology industry that people rely on for insight ...

Recorded on: Feb. 8, 2013

Taken from the briefing International Banking, Part I: The Federal Reserve's Proposed Prudential Regulations for Foreign Banks recorded February, 2013. On December 14, 2012, the Federal Reserve proposed significant new regulations affecting the operations of foreign banks in the United States. The proposals are designed to implement the enhanced prudential regulation and early remediation requirements of Dodd-Frank Act sections 165 and ...

Recorded on: Feb. 21, 2013

AMY TAUB: Hello, my name is Amy Taub, and I'm a program attorney with PLI. I would like to welcome you to today's briefing, International Banking Part One: The Federal Reserve's Proposed Prudential Regulations for Foreign Banks. Before I begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. And, time permitting, they will be addressed. Please ...

Recorded on: Mar. 8, 2013

Taken from the briefing International Banking, Part II: Foreign Banks Accessing the U.S. Markets recorded March, 2013. Foreign banks are increasingly seeking to diversify their financing opportunities.  With careful planning, banks can access U.S. investors without subjecting themselves to the securities registration requirements applicable to public offerings and to ongoing disclosure and governance requirements applicable to U.S. ...

Recorded on: Mar. 22, 2013

AMY TAUB: Hello, my name is Amy Taub. And I'm a program attorney with PLI. I would like to welcome you to today's briefing, International Banking Part Two-- Farm Banks Accessing the US Markets. Before we begin, I have some administrative announcements. This briefing will be one hour in length. Please feel free to send questions at any time during the briefing. Please remember that you have access to materials for this briefing via the course handbook ...