On-Demand Learning

Corporate & Securities

Recorded on: Jan. 27, 2011

RICHARD A. GOLDBERG: OK, we're going to move on to our next speaker, Adam Fox, who's a partner, my own partner at Dechert. Adam is a transactional lawyer, pretty broad based transactional practice both in public and private arena. And he's going to be speaking to us today about deal protections. ADAM M. FOX: Thanks, Richie. So today I am going to discuss deal protection measures in public M&A. These are provisions negotiated among acquirers and ...

Recorded on: Jan. 17, 2012

ADAM FOX: Good morning. For those of you who weren't here at the beginning of the program, my name is Adam Fox. I'm a partner in the New York office of Dechert. My background is in public and private M&A, related capital markets, and in corporate governance including activist defense. AUDIENCE: Just tell everyone your slides are in the back of the book. ADAM FOX: My slides are in the back of the book. Today, I'm going to discuss deal protection ...

Recorded on: Mar. 19, 2013

Taken from the briefing Defending Corporations and Executives in Congressional Investigations 2013 recorded March, 2013.Congressional investigations, in which corporate executives are called to account by Congress in televised hearings, have long been a fixture of American politics. And they often exact a steep price for individual corporate executives and the companies they represent. Yet few corporations are as prepared to handle congressional ...

Recorded on: Feb. 1, 2012

AMY TAUB: Greetings, my name is Amy Taub, and I am a Program Attorney with PLI. I would like to welcome you to today's briefing, Defending Corporations in Congressional Investigations 2012. 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 ...

From the program: Defending Immigration Removal Proceedings 2012

Released on: Aug. 27, 2012

With more than 300,000 deportation and removal cases initiated by U.S. immigration authorities each year, immigrants in the United States are in need of competent and knowledgeable representation in this important area of law. Over half of those facing removal proceedings are unrepresented, and studies have shown that those without legal representation face a significantly higher risk of deportation, regardless of eligibility for relief. In response ...

Recorded on: Feb. 5, 2010

Just to start off by recognizing that through this crisis, both the vehicles set up in Delaware and in the Cayman Islands have proven very resilient. The structuring changes that have been made in the last six months are more tweaks than any material or earth-shattering changes to what we were doing before. In this presentation, Jim and I hope to provide some brief background on these vehicles and remind ourselves why they're used. We'll also look ...

Recorded on: Oct. 19, 2012

JOSHUA D. COHN: Welcome back from lunch. We're going to begin the afternoon with what is the most sought-after hour in the program. That is, this is the hour that brings you Ethics credits. But, of course, that's not the reason it's the most sought-after hour in the program. The reason is Michael Sackheim is our presenter. And Michael is an accomplished derivatives practitioner. But I think, he also has a role in the industry as Mr. Ethics and is ...

Recorded on: Mar. 30, 2010

SPEAKER 1: OK. Why don't we get settled so we can begin. Welcome back. This panel is focused on derivatives specifically, although, of course, we've touched on them elsewhere. I was introduced this morning. I'm going to introduce my co-panelists. Bob Rizoli will probably rejoin us quite shortly. To my left is Kiye Sakai. She is Executive Director and Counsel at UBS Securities in Stamford. She is a member of the Fixed Income Legal Team in the Americas ...

Recorded on: Jan. 14, 2013

ROBERT S. RISOLEO: Hello everyone. Welcome back from lunch. We're entering the home stretch. This afternoon, the next two hours-- well, with a break in-between-- we will spend talking about derivatives. There have been, as you've heard some information about, you'll hear a lot more. There have been a lot of changes to the regulation of derivatives in the past year. And our panel will ably discuss those issues, and some others, as well. Rebecca Simmons ...

Recorded on: Feb. 10, 2012

ROBERT RISOLEO: OK, welcome. Welcome back from lunch. And welcome to those joining us on the webcast. Our next panel is going to talk about derivatives and derivative products after Dodd-Frank. There've been many mentions of Dodd-Frank. Perhaps few industries are as deeply affected as the derivatives industry and the derivatives markets by some of the changes that were part of Dodd-Frank. And I think this is therefore a very topical and timely presentation. Joining ...

From the program: Understanding Financial Products 2013

Released on: Jan. 22, 2013

The explosion of new financial products over the past decade, the implosion of the credit markets and the resulting significant new regulatory requirements underline the importance of a basic understanding of financial products. While these instruments have been, in the view of many, invaluable investment tools, and have presented enormous potential for product manufacturers and investors, they also create potentially significant legal risks and challenges ...

Recorded on: Dec. 6, 2012

PATRICK T. QUINN: OK, welcome back. We're ready to start our second panel. As I mentioned this morning, in a year where regulatory activity across the securitization markets was a little lighter than expected-- the derivatives markets are certainly an exception. There's been quite a bit of regulatory activity, and that's going to be the subject of this upcoming panel. Let me introduce to my right, Jeff Robins. Jeff is my partner at Cadwalader. To ...

From the program: New Developments in Securitization 2012

Released on: Dec. 14, 2012

As the securitization world begins to emerge from the financial crisis, it faces an onslaught of new regulation and uncertainty.  Many transactions have been downgraded and have suffered unforeseeable losses.  Additionally, investor confidence in structured products has been badly shaken.  Moreover, many transactions have been subject to restructurings and litigation of various types.  Will these reforms be sufficient to restore ...

Recorded on: Feb. 25, 2013

PAUL CHAN: So for our second panel we're going to do a deep dive into the design of the spin-off transaction, in light of the very subjectives that people have, that you just heard about. And the related securities law, accounting, and tax considerations that people to take into account. So for this panel I'm pleased to introduce Nicole Pinder, Eric Schiele, and Eiko Stange. I hope I got that right, Eiko? T. EIKO STANGE: Yeah. PAUL CHAN: Thank ...

From the program: Spin-offs 2013

Released on: Mar. 7, 2013

Business separation transactions represented over 40% of all M&A transactions in 2011.  An increasing proportion of them have taken the form of spin-offs, equity carve-outs and similar architectures not involving an outright sale.  But what is a spin-off, what makes it different from other types of business separation transactions, and why are people doing more of them?  This program will provide an in-depth perspective on the factors ...

Recorded on: Dec. 6, 2012

MARY J. MULLANY: Executive best practices and executive compensation. We're joined again this morning by Kier. Good morning, Kier. Thank you for coming back. And we have two new panel members that I'd like to introduce you. To my immediate right is Doreen Lilienfeld from Shearman and Sterling. Doreen is partner in the executive comp and employee benefits group. She's been involved in a wide variety of compensation related matters, including the design ...

Recorded on: Dec. 19, 2011

DOREEN LILIENFELD: So when we all signed up to be on this panel, I thought we might be talking about a lot of different things than we're actually going to talk about today in the way of SEC guidance on certain of the Dodd-Frank initiatives. But I still think that we have a lot to talk about for the next hour and 15 minutes, in terms of what's happened in the last proxy season, beyond say on pay, and what we think we're going to see and that might ...

Recorded on: Feb. 7, 2013

CECIL D. QUILLEN III: Great. Thanks, everybody. I think people are still reassembling. But while they come back in, I wanted to kick off the next panel. We're going to talk about the-- if I do that right-- I seem to have done that right. Anyway, what we would like to do is to try to give a brief overview of both market trends, market prospects, some of the more interesting aspects that surround the thinking of some of the business and execution professionals ...

Recorded on: Mar. 15, 2012

CECIL QUILLEN: --[INAUDIBLE] from Linklaters, and here with Sarah Murphy from Freshfields, and a great panel of lawyers and industry professionals to try to talk about recent developments. The trade-off for the anodyne and incredibly boring slides, is that we're going to try to be generic enough in that way that when we actually talk to the specifics of what's been going on, we'll hopefully be as current and fresh as we can be. To introduce the other ...

From the program: Institute on Securities Regulation in Europe (Twelfth Annual): Overcoming Deal-Making Challenges in the Current Markets

Released on: Feb. 15, 2013

We are proud to present Practising Law Institute’s Twelfth Annual Institute on Securities Regulation in Europe: Overcoming Deal-Making Challenges in the Current Markets, the most comprehensive securities programme available in Europe. Once again, the Institute will feature leading practitioners active in U.S. and European corporate law, as well as government regulators, investment bankers and in-house counsel. This year’s programme ...

Recorded on: Mar. 15, 2012

RICHARD MORRISSEY: Well, I guess the mike is working. If we can start, it would be terrific. And maybe some people could come in from outside. First, like the SEC, I'd like to start with a disclaimer. Anything you see in the flyer about what we're going to talk about is untrue and unaccurate. So we're actually going to do something quite different. In any event, as those of you who've been here before, you've seen the routine. We're going to lay ...

Recorded on: Feb. 7, 2013

RICHARD C. MORRISSEY: Hi. Well, certainly live from New York. In any event, we're nearing the end of your two day ordeal. So there's the M&A panel. And then immediately following a [INAUDIBLE] break will be ethics, which everyone has to stay for for all the obvious reasons. Many of you have see this show before. The cast and characters changes a little bit. But we'll be using a hypothetical that's based on facts. But many of the facts have been ...

Recorded on: May. 8, 2012

MARK F. MENDELSOHN: OK, well, welcome back everybody. Our next panel is addressing difficult and unresolved questions under the FCPA. And we've got another great group of experts here to discuss quite a long list of really interesting issues. I'll start on the opposite end with Tim Dickinson, who is a partner at Paul Hastings. I'm not sure where you say you're a resident these days, but-- TIMOTHY L. DICKINSON: Washington. MARK F. MENDELSOHN: --Resident ...

Recorded on: Mar. 7, 2012

RON LAURIE: OK, welcome back to the afternoon session. The first panel is on the subject of diligence. And you've heard a number of previous speakers talk about the challenges of diligencing patent quality, and especially for very large portfolios. The moderator of this panel is Kent Richardson. I'm pleased to say that Kent is a partner of mine in a new venture called Deal Consensus. And maybe you'll hear some more about that because it relates directly ...

Recorded on: Dec. 17, 2012

N. ADELE HOGAN: OK, and then we're going to move right in-- Robert Evans from Shearman & Sterling is going to come up, and he's going to talk about disclosure basics. Now, he will go through-- this again applies both to the 33 and the 34 Act. So it's a very helpful background review of this area. And thank you again. That was excellent. Thank you. Great slides. And that Latham chart that is on the Latham website is actually excellent. And basically, ...