On-Demand Learning

Corporate & Securities

Recorded on: Jun. 21, 2010

KIRSTEN S. AUNAPU: OK, great. We're going to get started. So welcome back everyone. I'm pleased to introduce James Webb, who's a partner in Deloitte special acquisition services group. James provides merger and acquisition services and related accounting services to one of the firm's largest private equity clients and its portfolio companies. And during our next segment which is, titled Accounting, Auditing, and Financial Statements, James will provide ...

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 ...

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: Aug. 11, 2010

MATTHEW SHELHORSE: OK is everyone ready to get started with our second segment here? The second segment is Accounting, Auditing & Financial Statements. And this will take us right into the lunch break. So I think we'll build on what we learned in terms of the accounting standards and policies and the background from the SEC. And I'll take that into more of a practical approach. And we have the pleasure of having with a Sy Jones and Ted Martens. ...

Recorded on: Dec. 16, 2011

ABIGAIL ARMS: OK, welcome. Welcome back to the afternoon session of today's program. And the next session is going to deal with accounting issues that we, as lawyers, should be aware of. And we're delighted that Roman Weil, who is an emeritus faculty member of the Chicago Booth School of Business, retired after 45 years on the faculty there. Roman currently is a visiting professor at the Stern School of Business at NYU and Program Fellow at Stanford ...

From the program: Annual Disclosure Documents 2012: Preparation of Disclosure Documents, Annual Meeting and Regulatory Developments

Released on: Dec. 18, 2012

Stay current on disclosure requirements and developments affecting annual disclosure documents and proxy soliciting materials prepared by SEC reporting companies. Hear from the SEC staff and our faculty who will focus on current “hot issues,” best practices and practical pointers. 2012 appears headed towards being another interesting year with significant events and uncertainties covering a wide spectrum of matters affecting public company ...

From the program: The SEC Speaks in 2013

Released on: Mar. 9, 2013

Over the past year, the Commission has been engaged in a broad range of rulemaking projects and other initiatives to implement the newly-enacted Jumpstart Our Business Startups Act and the Dodd-Frank Wall Street Reform and Consumer Protection Act.  The Commission has been working to implement the provisions of the JOBS Act, including with regard to the use of general solicitation and general advertising in certain private offerings, new exemptions ...

From the program: Acquiring or Selling the Privately Held Company 2012

Released on: Jun. 22, 2012

Our experienced faculty 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, and about the techniques and strategies ...

Recorded on: Jan. 3, 2013

ALYSSA GRIKSCHEIT: OK. We are moving on to acquisition agreements. You'll notice this is the longest segment of the day. We have a networking break in the middle of it. It is worth devoting this amount of time to the topic, though. These types of agreements are very complex, and I think if you can negotiate these, you can negotiate almost anything. It gives me great pleasure to introduce Sarkis Jebejian. He's a corporate partner of Kirkland & ...

Recorded on: Jan. 6, 2011

ALYSSA A. GRICKSCHEIT: I was going to say, I'll take advantage of the pause to tell people to be interactive with this section. This is a very long section on acquisition agreements. There is a lot of material, so feel free to ask questions along the way. We don't mind being interrupted. In fact, it makes it more interactive and and the material more tailored to what you're interested in. So I would like very much to welcome Gavin Solotar. He's a ...

Recorded on: Apr. 14, 2010

PRESENTER 1: OK, we are ready to start our afternoon program. Marsha just reminded me. I wanted to urge all of you to please fill out your evaluations. Those turn out to be very useful to us. They tell us what materials to emphasize in the program, which ones to delete, what panelists to throw off the panel. They tell us lots of good things so please go ahead and fill them in. And now, Marsha's going to talk to us about acquisition finance. MARSHA ...

Recorded on: Feb. 22, 2011

TOM ROSCH: OK, I'd appreciate it if everybody who's in the hallway would come on back in and once again, welcome to our internet audience. And we have another super star with us this afternoon to discuss mergers and acquisitions with us. His name is Scott Sher and he's a partner in the Washington, DC office of Wilson and Sonsini. I personally dealt with him in connection in the Google double click matter a little bit earlier. Or actually, it was I ...

Recorded on: May. 8, 2012

YVONNE S. QUINN: And now we don't give you a moment's rest-- on we go! We're going to move into the mergers section now and talk about a topic, for those of you who are a corporation, sooner or later, you will probably have some kind of an acquisition or merger in your practice. And there are some handouts. Anybody raise their hands if they don't have one and we'll get them to you, so if you want to scribble on them, or whatever, you'll be able to ...

Recorded on: May. 14, 2012

Taken from the Web Program Antitrust Institute 2012: Developments & Hot Topics Recorded May, 2012 in New York Acquisitions and Mergers [01:05:58] Section 7 of the Clayton Act Revised Horizontal Merger Guidelines Critical H-S-R reporting updates What are the latest enforcement activities at federal and state levels? Recent decisions involving unilateral and coordinated competitive effects Investigations of non-reportable ...

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, ...

From the program: Pocket MBA Summer 2012

Released on: Jun. 19, 2012

An understanding of key financial, accounting and economic concepts, principles and terminology will contribute to your ability to interact with and advise your clients with their critical issues.  The ability to identify and appropriately use financial and accounting information is relevant to a wide range of legal and regulatory matters for both external and in-house attorneys.  Litigators and transactional attorneys alike will benefit ...

From the program: Advanced Compliance and Ethics Workshop 2012

Released on: Dec. 13, 2012

Never in the history of criminal or corporate law has the existence of an effective compliance and ethics program been more valuable to an organization. The enormity of recent criminal fines, the aggressive enforcement of criminal laws against organizations, the extent to which criminal authorities around the world are working together, the risks of civil liability, and the startling speed of communication and the attendant transparency of corporate ...

Recorded on: Dec. 5, 2012

SPEAKER 1: I don't even know what we're [INAUDIBLE]. SPEAKER 2: I don't either, I don't know what it is either. It's just [INAUDIBLE] CURTIS L. MO: OK, we're in the home stretch. So I mean, exits are obviously a huge topic, and we can go on forever. And we kind of will, because this is the last two hours of the day. But I promise you it'll be packed with content, and you'll get a very good look into the big issues today. And there are more exits ...

From the program: Advanced Venture Capital 2012

Released on: Dec. 18, 2012

Understanding current market practice, deal terms and conditions, transaction documents and applicable securities, tax and ethical issues is critical in the venture capital business. Lecture Topics  [Total time 06:57:25] Segments with an asterisk (*) are available only with the purchase of the entire program. Introduction and Market Update [01:00:30] Kathleen Borie, Jay A. Hershey, Katie G. Taormino, Jack Wills Key Investment ...

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 Patent Licensing 2012: Current Developments and Best Practices

Recorded on: Oct. 23, 2012

Taken from the Web Program Advanced Patent Licensing 2012: Current Developments and Best Practices recorded October, 2012 in San Francisco. Lecture Topics  [02:01:25] Analysis of a Patent License Agreement  [02:01:25] The 30 page license agreement: where are the land mines? Are you a deal killer? When to kill the deal What makes a patent license fair for both sides? What are the hot legal buttons? Are patent ...

From the program: Advanced Swaps & Other Derivatives 2012

Released on: Oct. 31, 2012

The Dodd-Frank Act establishes a novel, comprehensive framework for the regulation of over-the-counter (OTC) derivatives and the market participants who transact in these products. The far-reaching effect of the Dodd-Frank Act upon the OTC markets is only now becoming clear. The new regulatory regime touches the activities of all participants in the swaps markets, from end users to major swap participants to swap dealers. The new regulations will ...

Recorded on: Oct. 13, 2011

SPEAKER 1: I'm going to get started with our next panel on advising the board. And I want to introduce Mark Roellig, who is the executive vice president and general counsel of MassMutual Financial Group. Prior to joining MassMutual, Mark served as the general counsel and secretary for Fisher Scientific International and for Storage Tech. Mark, I will let you introduce your co-panelists. MARK D. ROELLIG: Sure, thank you very much. Sitting to my immediate ...

Recorded on: Jan. 27, 2011

CORINNE BALL: One may wonder why it is that someone that does a lot of distressed M&A is so focused on boards and fiduciary duties. And I must say that's something that Rich and I debated for a number of years. But rest assured that where all your advice gets tested, our cases are the margin, and they certainly get tested in bankruptcy course where there's-- So we are constantly concerned with this. And that's one of the reasons I want to talk ...

Recorded on: Jan. 17, 2012

SPEAKER 1: Good afternoon. Let's see if they get to start it. Good. OK. Welcome back from lunch. I would like to introduce our next speaker, who's going to cover the advising the board of directors panel. Marilyn Sonnie is a partner with Jones Day. She's a corporate and transactional lawyer with extensive experience in public company mergers and corporate governance. And we're happy to have her here this afternoon to cover this issue. Marilyn? MARILYN ...