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Corporate & Securities

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Recorded on: Dec. 17, 2012

Taken from the Web Program Banking Law Institute 2012 Recorded December, 2012 in New York Current and Future M&A Activity & Regulatory Challenges for M&A Activity [01:16:12] Current and Future M&A Activity – The coming consolidation wave? – Key structuring risks/challenges in the new environment – Managing FDIC loss-sharing agreements in M&A transactions – EU institution sales ...

Recorded on: Oct. 9, 2012

Taken from the Web Program Drafting Securities Filings 2012 Recorded September, 2012 in New York Current Issues in Securities Practice [01:15:11] The JOBS Act and other recent legislative developments Recent judicial developments Review of recent and proposed SEC rule changes Continuing implications of Dodd-Frank The purchase price of this segment includes the following article(s) from the Course Handbook available online:  ...

Recorded on: May. 2, 2013

Taken from the Web Program Basics of Mutual Funds and Other Registered Investment Companies 2013 Recorded April, 2013 in New YorkCurrent Trends and Developments [01:04:07] Will ETFs displace mutual funds as the pooled investment vehicle for the retail investor Will hedge funds displace registered funds as the preferred 21st century investment? What other changes are afoot in the mutual fund industry? The purchase price of this segment includes ...

Recorded on: Apr. 10, 2013

Taken from the briefing Cybercrime: A Multi-Faceted Legal Challenge recorded April, 2013.Every day, more and more of our lives and our business is conducted online. It should come as no surprise, therefore, that savvy criminals are increasingly looking to the digital world as well. Each day brings new headlines about the growing threats posed by cybercriminals, ranging from thefts of personal information and intellectual property, to disruptive ...

Recorded on: Nov. 15, 2012

Taken from the Web Program 44th Annual Institute on Securities Regulation Recorded November, 2012 in New York Dealing with Challenging Corporate Problems - Hypothetical Scenarios [01:33:38] Our CEO has been accused of wrongdoing Do we have to disclose the details about that loss contingency? We may have an FCPA problem Our data protection systems are vulnerable We may have to restate The purchase price of this segment ...

Recorded on: Jun. 13, 2012

Taken from the Web Program Acquiring or Selling the Privately Held Company 2012 Recorded June, 2012 in New York Dealing with Financial Sponsors [01:00:20] A review of the key issues that arise when a private equity firm, hedge fund, sovereign wealth fund or other financial sponsor is the buyer or seller of the privately held company, including: Financing commitments Capital structure Management equity participation The effects ...

Recorded on: Jun. 20, 2012

Taken from the Web Program Delaware Law Developments 2012: What All Business Lawyers Need to Know Recorded June, 2012 in New York Deal Lawyers Roundtable [00:57:59] Top transactional lawyers discuss, in a roundtable format: - How they advise their clients with respect to pre-signing market checks, post-signing checks and deal protection - How the possibility of stockholder litigation affects they way in which they structure deals - Corporate ...

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: Jan. 14, 2013

Taken from the Web Program Understanding Financial Products 2013 Recorded January, 2013 in New York Derivatives Products [02:02:13] Use of swaps, collars, options, futures and forwards to hedge portfolio positions Documentation for derivatives Structured and exchange traded notes Impact of Dodd-Frank: swap trading, clearing and trade reporting Special issues associated with credit derivatives Insolvency issues The ...

Recorded on: Dec. 7, 2012

Taken from the Web Program New Developments in Securitization Recorded November, 2012 in New York Derivatives Regulation and its Impact on Securitization [01:05:32] Overview of derivatives reforms under Dodd-Frank Clearing and margining Registration and reporting Loss of swap leverage Grandfathering The purchase price of this segment includes the following article(s) from the Course Handbook available online:  ...

Recorded on: Feb. 27, 2013

Taken from the Web Program Spin-offs 2013 Recorded February, 2013 in New York Designing the Spin-off [01:20:31] Securities law requirements Accounting and reporting issues Tax considerations and requirements The purchase price of this segment includes the following article(s) from the Course Handbook available online: Selected Federal Income Tax Considerations in Structuring Section 355 Distributions T. Eiko Stange  ...

Recorded on: Feb. 12, 2013

Taken from the Web Program Twelfth Annual Institute on Securities Regulation in Europe: Overcoming Deal-Making Challenges in the Current Markets Recorded February, 2013 in London Developments in Capital Markets [01:11:54] Budding renaissance for foreign private issuer IPOs in the U.S.? JOBS Act - impact on registered and unregistered offerings in Europe - has it made a difference in how we do deals? Key trends in emerging markets  ...

Recorded on: Dec. 18, 2012

Taken from the Web Program Understanding the Securities Laws 2012 Recorded December, 2012 in New York Disclosure Basics [01:01:41] The duty to disclose Materiality - Contingent events - SAB 99 Regulation FD and dealing with analysts Stock exchange disclosure requirements Rumors and leaks Loss contingencies Projections/safe harbor for forward-looking statements Disclosure on the Internet/company ...

Recorded on: Sep. 26, 2012

Taken from the briefing Dodd-Frank Act's Conflict Minerals Provisions: Analysis of Due Diligence and Reporting Requirements recorded September, 2012. Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act established reporting obligations for issuers that manufacture or contract to manufacture products that include conflict minerals from the Democratic Republic of the Congo and its neighboring countries.  These ...

Recorded on: Feb. 26, 2013

Taken from the briefing Doing Business in Russia recorded February, 2013. As one of the world’s most important and growing economies, Russia continues to be a significant destination for global investment. Russia is a country rich in natural resources that has a highly-skilled and well-educated work force. Over the past decade, the Russian economy has demonstrated growth at rates exceeding most developed countries, doubling disposable ...

Recorded on: Nov. 29, 2012

Taken from the briefing Doing Business in the Middle East 2012 recorded November, 2012. The Middle East has been a cross roads between the East and West for thousands of years. Despite its turbulent politics, it continues to be a place of opportunity, which is predicted to outperform Europe and the US in the near term. This Briefing will provide a general introduction to doing business in the Middle East, review its legal system, ...

Recorded on: Jul. 17, 2012

Taken from the Web Program Doing Deals in and with Emerging Markets: BRIC and Beyond 2012 Recorded July, 2012 in New York Doing Due Diligence in BRICs [01:18:21] Following foreign due diligence requirements Adhering to the FCPA Uncovering traps for the unwary The purchase price of this segment includes the following article(s) from the Course Handbook available online:

Recorded on: May. 15, 2013

Taken from the Web Program Leveraged Financing 2013 Recorded May, 2013 in New YorkDrafting in Leveraged Finance [01:01:26]The purchase price of this segment includes the following article(s) from the Course Handbook available online: Drafting in Leveraged FinanceJeffrey E. Ross, Julian S.H. Chung Presentation Material Drafting in Leveraged FinanceJulian S.H. Chung,Jeffrey E. Ross

Recorded on: Mar. 25, 2013

Taken from the Web Program Securities Offerings 2013: A Public Offering: How It Is Done Recorded March, 2013 in New YorkDue Diligence and the Offering Process [01:29:40]The purchase price of this segment includes the following article(s) from the Course Handbook available online: Lawyers as Gatekeepers in the Underwriting ProcessSarah E. Beshar Presentation Material Due Diligence and the Offering ProcessSarah E. Beshar

Recorded on: Oct. 11, 2012

Taken from the Web Program Corporate Counsel Institute 2012 Recorded October, 2012 in New York Effective Strategies for Advising the Board in a Crisis [01:03:55] Crisis management Executive misdeeds Activist shareholders Corporate transactions (spin-offs, sales and hostile transactions) The purchase price of this segment includes the following article(s) from the Course Handbook available online: The Practitioner's ...

Recorded on: Jan. 30, 2013

Taken from the briefing Empty Voting and the TELUS Experience recorded January, 2013. Empty voting has enormous corporate governance implications.  We rely on the fact that shareholders will vote rationally, in their own economic interest in the issuer.  If the shares are voted at a shareholder meeting by persons who do not have commensurate economic exposure to the company (in other words, if the shares and the economic interest ...

Recorded on: Jun. 14, 2012

Taken from the briefing Energy Deal Making: Current Trends and Tensions recorded June 2012. A high level of oil and gas deal activity continues and reflects the current oversupply of natural gas, a keen continuing interest in oil and natural gas liquids with significant additional drilling potential, and deal risks raised by various regulatory developments.  Deal terms reflect different approaches to address these issues. Lecture ...

Recorded on: Apr. 29, 2013

Taken from the Web Program Enforcement 2013: Perspectives from Government Agencies Recorded April, 2013 in New YorkEnforcement Priorities [01:47:16] Changing priorities with President Obama remaining in DC - what is on the horizon? How are agencies effectively handling limited budgets - has thought been given to dividing up the work more? Coordination - recent examples Impact of JOBS Act and Dodd-Frank provisions on cases and how the agencies ...

Recorded on: Mar. 5, 2013

Taken from the briefing ERISA Controlled Group Liability for Private Equity Funds: Fully Covered or Over Exposed? recorded February, 2013. The presentation will focus on the court and administrative decisions addressing whether ERISA's controlled group liability provisions expose investment fund assets (including minority investments) to the pension plan liabilities of distressed portfolio companies. Lecture Topics [Total Time: ...

Recorded on: Aug. 8, 2012

Taken from the Web Program Prison Law 2012 Recorded August, 2012 in New York Ethical Issues in Prison Actions [01:00:55]   Ethical issues that arise in the context of representing prisoners in civil rights actions Potential for conflicts of interest in prisoners’ rights actions Ethical issues and client relationships The purchase price of this Web segment includes the following article(s) from the Course Handbook ...