On-Demand Learning

Corporate & Securities

This Year

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 ...

Recorded on: Jan. 29, 2013

STUART M. FINKELSTEIN: OK. I don't have Richard Goldberg to give me an introduction, so I guess I will introduce myself. I am Stu Finkelstein, a partner at Skadden Arps here in New York. Tax jockey. Tax guy. Been doing this, I was just telling somebody, going on 28 years. Which is a little scary. All at Skadden actually. The only job I've had. A couple ground rules. Not really ground rules. But here's the way I like to do these things. I think it's ...

Recorded on: Jan. 31, 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 ...

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: Jan. 23, 2013

Taken from the Web Program Taxation of Financial Products and Transactions 2013 Recorded January, 2013 in New York Final Regulations under Section 871(m) [01:02:02] Issues under the proposed regulations Government attorneys’ latest thinking Discussion of final regulations (if released) The purchase price of this segment includes the following article(s) from the Course Handbook available online: Considerations for ...

Released on: May. 6, 2013

Taken from the briefing Financial Firms as ERISA Plan Sponsors - The When, What and How of the QPAM Audit Requirement recorded April, 2013.Starting in 2012 when a Department of Labor amendment of the Qualified Professional Asset Manager (“QPAM”) prohibited transaction class exemption became effective, a new requirement was imposed on financial firms when managing assets of ERISA plans they maintain for their own employees. These firms now must undergo ...

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: Jan. 29, 2013

RICHARD GOLDBERG: OK, we're going to get started again. Our next speaker is Lloyd Sprung. He is the senior managing director of Evercore. He's in their restructuring and debt advisory group. This is our first time having Lloyd here. He's going to be speaking about issues regarding the financing and valuation of the transaction from an investment banker perspective. So I look forward to it. LLOYD SPRUNG: Thank you, Richard, and good afternoon everyone. ...

Recorded on: Jan. 4, 2013

AMY TAUB: Thank you. Greetings. My name is Amy Taub, and I am a Program Attorney with PLI. I would like to welcome you to today's briefing, First Read-- DOJ/SEC's Resource Guide to the Foreign Corrupt Practices Act. 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 ...

Released on: Jan. 4, 2013

Taken from the briefing FCPA Due Diligence in Cross-Border Transactions recorded December, 2012. On November 14, 2012, the Department of Justice (DOJ) and Securities and Exchange Commission (SEC) released their much-anticipated Resource Guide to the Foreign Corrupt Practices Act, a self-described “unprecedented undertaking … to provide the public with detailed information about our FCPA enforcement approach and priorities.”  ...

Recorded on: Jan. 14, 2013

MALE SPEAKER: Good morning to everyone in the room here, and on the web. Welcome back for day two of our program. This morning, for the first segment, we're going to talk about more financial products, a different type. And then we're going to have a pause to hear from a tax practitioner about some of the tax issues that arise in this area of practice. We can never cover everything, so each year, we choose topics that seem to be topical and interesting. I ...

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 ...

From the program: Handling a Securities Case 2013: From Investigation to Trial and Everything in Between

Released on: May. 9, 2013

The landscape of securities litigation is constantly evolving and changing. This program takes you through all the issues that arise in even the most complex securities matters - from the initial government investigation to the filing of the civil cases to either settlement or trial. If you practice in this dynamic field, you know that the need to stay current and develop new strategies and tactics has never been more important. Our faculty of leading ...

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 ...