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Corporate & Securities

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Recorded on: Jan. 15, 2013

Taken from the Web Program Secured Transactions 2013: What Lawyers Need to Know About UCC Article 9 NY Recorded January, 2013 in New York A. Basic Building Blocks: Attachment, Perfection,and Priority; B. Drafting the Security Agreement [01:15:39] A. Basic Building Blocks: Attachment, Perfection, and Priority Does Article 9 apply to the transaction? What does a security agreement require? When does an oral security agreement ...

Recorded on: Jan. 10, 2013

Taken from the Web Program Drafting and Negotiating Corporate Agreements 2013 Recorded January, 2013 in New York A. Introduction and Universal Issues in Drafting and Negotiating Corporate Agreements; B. Letters of Intent, Confidentiality and Standstill Agreements [00:56:55] A. Introduction and Universal Issues in Drafting and Negotiating Corporate Agreements The range of corporate agreements Controlling the process Understanding ...

Recorded on: Mar. 4, 2013

Taken from the Web Program Venture Capital 2013: Nuts and Bolts Recorded February, 2013 in New York A. Positioning Your Company for Venture Capital Financing/B. Anatomy of a Venture Capital Deal [01:28:24] A. Positioning Your Company for Venture Capital Financing Key issues in company formation Founders’ stock arrangements Angel and seed financing B. Anatomy of a Venture Capital Deal   Equity structures ...

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

Taken from the Web Program Pocket MBA Summer 2012 Recorded June, 2012 in San Francisco A Detailed Look at Basic Financial Statements [01:32:37] The purpose of financial statements - Reporting to stakeholders - Comparability Basic Financial Statements - Income Statement - Balance Sheet - Statement of Cash Flows - Statement of Shareholders’ Equity Accounting fundamentals and core concepts  ...

Recorded on: Oct. 19, 2012

Taken from the Web Program Pocket MBA Fall 2012 Recorded October, 2012 in New York A Look at Financial Statements [01:46:55] Overview of the accounting process, roles and responsibilities, including an overview of internal financial reporting and accounting Overview and use of basic financial statements Select core accounting concepts, including: - Cash vs. accrual accounting - Fair value and mark-to-market - Capital ...

Recorded on: Apr. 12, 2013

Taken from the Web Program How to Prepare an Initial Public Offering 2013 Recorded April, 2013 in New YorkAn Overview of the IPO Registration Process [01:11:21] Current state of the IPO market Considerations at the planning stage of an IPO Drafting of the registration statement and reduced disclosure requirements for emerging growth companies The purchase price of this segment includes the following article(s) from the Course Handbook available ...

Recorded on: Jun. 11, 2012

Taken from the Web Program Fundamentals of Mutual Funds and Exchange-Traded Funds 2012 Recorded June, 2012 in New York Background: Mutual Funds and Exchange-Traded Funds [01:02:11] History The different types of mutual funds The mutual fund as a retail product and as a retirement vehicle The emergence of ETFs The purchase price of this segment includes the following article(s) from the Course Handbook available online:  ...

Recorded on: Mar. 19, 2013

Taken from the Web Program Fundamental Concepts in Drafting Contracts: What Most Attorneys Fail to Consider 2013 Recorded March, 2013 in New York Basic Concepts [01:27:36] The purchase price of this segment includes the following article(s) from the Course Handbook available online: Fundamental Concepts in Drafting Contracts: What Most Attorneys Fail to Consider Vincent R. Martorana Fundamental Concepts in Drafting Contracts: ...

Recorded on: May. 9, 2012

Taken from the Web Program The Foreign Corrupt Practices Act and International Anti-Corruption Developments 2012 Recorded May, 2012 in New York Benchmarking: Key Anti-Corruption Issues [01:11:45] Assess your anti-corruption program against your competitors Understand new trends and best practices Determine answers to critical questions on training, diligence, entertainment of foreign officials, facilitation payments and commercial ...

Recorded on: Nov. 12, 2012

Taken from the Web Program Ethics and Law Department Management 2012: A View From the Inside Recorded November, 2012 in New York Best Practices and Ethical Considerations in Corporate Compliance (Part 1) [02:07:39] Using a hypothetical, we will walk you through the various steps and ethical issues that arise when setting up your multinational corporation’s legal department and compliance office, and upon learning of a potential crisis.    ...

Recorded on: Oct. 22, 2012

Taken from the Web Program Fundamentals of Swaps & Other Derivatives 2012 Recorded October, 2012 in New York Bilateral OTC Derivatives: Termination, Valuation, Netting, Closeout, Netting Opinions [00:58:48] Netting opinions and jurisdictional considerations Valuation at termination: case law issues Other issues The purchase price of this segment includes the following article(s) from the Course Handbook available online:  ...

Recorded on: Feb. 25, 2013

Taken from the Web Program Broker-Dealer and Adviser Regulatory Compliance Forum 2013 Recorded February, 2013 in New York Broker-dealer and Adviser Advertising Developments [01:03:03] New FINRA public communication rules Internal Use Only Material: Complying with the new “reason to believe’ standard Backtested performance Private fund advertising under the JOBS Act The purchase price of this segment includes ...

Recorded on: Aug. 2, 2012

Taken from the Web Program Writing for Transactional Lawyers 2012 Recorded July, 2012 in New York Case Studies [00:59:51] A review of specific contract provisions that have received recent attention from the courts, practitioners, and professional organizations. Studies will include addressing The nature and extent of fiduciary duties of members of limited liability companies The risk of recourse contagion in corporate families  ...

Recorded on: Jun. 6, 2012

Taken from the Web Program New Jersey Basic CLE Marathon 2012 Recorded May, 2012 in New York Civil Trial Practice - The Trial [01:08:49] Trial Preparation - the 90 days before trial Motions in limine, evidence, stipulations Bench or jury trials Opening and closing statements Presentation of evidence and witness Post-trial motions The purchase price of this segment includes the following article(s) from the Course ...

Recorded on: Jun. 12, 2012

Taken from the Web Program Cloud Computing 2012: Cut Through the Fluff & Tackle the Critical Stuff Recorded June, 2012 in San Francisco Cloud Technology and Business Overview [01:05:48] Overview of Cloud Computing a. Essential characteristics a. Business models and offering i. Infrastructure as a Service (IaaS) - e.g. Amazon AWS, GoGrid ii. Software as a Service (SaaS) - e.g. Gmail, Hotmail, MicrosoftOnline.com  ...

Recorded on: Apr. 22, 2013

Taken from the Web Program Private Placements and Other Financing Alternatives 2013 NY Recorded April, 2013 in New YorkCommunications Issues and Unannounced Offerings [00:59:19] Regulation FD Communications safe harbors Material nonpublic information Confidentiality and Non-Disclosure Agreements Standstills and trading prohibitions Compliance concerns for placement agents and underwriters The purchase price of this segment includes the ...

Recorded on: Jul. 24, 2012

Taken from the Web Program Fundamentals of Investment Adviser Regulation Recorded July, 2012 in New York Compliance and Exams; Ethics for Adviser Lawyers [01:01:21] Self-reporting Whistleblowers rules CLO/CCO liability The purchase price of this segment includes the following article(s) from the Course Handbook available online: Fundamentals of Investment Adviser Regulation 2012: Compliance and Exams: Ethics for Adviser ...

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: 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: 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. 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: 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: 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