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Securities Filings 2016: Practical Guidance in a Changing Environment -- Ethical Dilemmas in Preparation and Review of SEC Filings

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From the program: Securities Filings 2016: Practical Guidance in a Changing Environment

Recorded on: Sep. 9, 2016

CPE credit (NASBA QAS Self-Study) is available by completing and passing the program’s CPE Review & Exam. While this program offers CPE (NASBA) credit, it has expired for CLE credit in many states. Please check the credit calculator to the right. No CLE certificate will be issued if credit has expired in your state. Lecture Topics [00:59:47] Upon the successful completion of this program, the participant will be able to: Recognize ...

Ethical Dilemmas in Preparation and Review of SEC Filings

Transcripts  Transcripts    

Recorded on: Sep. 9, 2016

STEVEN V. BERNARD: I'm joined up here by Chuck Walker. Chuck is co-chair of Skadden's Litigation Group in Washington DC, has substantial experience representing individuals and corporations in investigations by the FCC, FINRA, Department of Justice, and state regulatory agencies. He joined Skadden after serving as Securities Commissioner for the State of Delaware from '96 to '99. Earlier in his career, he served as Deputy Attorney General for the ...

Drafting and Negotiating Corporate Agreements 2018

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From the program: Drafting and Negotiating Corporate Agreements 2018

Released on: Jan. 25, 2018

Learn the basics of drafting and negotiating corporate agreements — from how the provisions of an agreement fit together, to the fundamental drafting and negotiating principles common to all corporate agreements. Our expert faculty will teach you how to reduce your client’s goals to a complete, clearly written and enforceable agreement, and how to identify what issues are most likely to come up in a negotiation of that agreement. You will ...

Acquisition Agreements

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

ALYSSA A. GRIKSCHEIT: So coming up to the podium here is Jonathan Davis. He's a corporate partner in the New York office of Kirkland and Ellis. And he focuses on both private and public mergers and acquisitions. So at several points in our discussion here today, you'll see me putting on the private hat and Jonathan putting on the public hat, just to give you different perspectives, because we are covering both types of transactions here today. And ...

Specialty Agreements: Credit/Indenture

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

KRISTEN CAMPANA: All right. Thanks, everybody, and thank you, Alyssa, for inviting me back. I did this presentation, or a version of it, last year. As Alyssa correctly pointed out, my name is Kristen Campana I am a Proskauer Rose partner. I am in the private credit group. Just to be clear what that is, it just means that the vast majority of our clients are private slash what we would have called years ago alternative lenders, although they are not ...

Ethical Issues in Drafting Corporate Agreements

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

ALYSSA GRIKSCHEIT: So Michael Sackheim, I'll introduce while he's getting situated. He is a senior counsel at Sidley where he specializes in derivatives, transactional, regulatory, and enforcement matters. That's his Clark Kent designation. He also has a tremendous role in ethics. He's just written that he's a frequent lecturer and author on legal ethics. But quite frequently, he's asked to put on the cape and come in and solve ethical issues and ...

When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

ALYSSA GRIKSCHEIT: Does anybody want to keep talking about bifurcated upside-down unitraunches, or shall we move on? Moving on to litigation matters, we have the good-deals-gone-bad session here with Jacqui Rubin. She's always a hit. She's a partner Paul, Weiss, where she focuses on litigation and can tell us how to avoid all the bad things that we might do. JACQUELINE RUBIN: I wish. I wish. I am like the light relief in the room after a long day ...

Specialty Agreements: Equity

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

ALYSSA A. GRIKSCHEIT: Welcome back, everybody. We are picking up on shareholders' agreement. So here to present equity agreements is Trey Muldrow III. He is a partner in the New York office of Akin Gump, where his practice focuses on M&A and also corporate governance matters. So with that, I will turn it over to try. TREY MULDROW III: Thank you very much. Glad to be here today. This is always a fun presentation. I tend to find these agreements to ...

Universal Issues and Preliminary Documents

Transcripts  Transcripts    

Recorded on: Jan. 19, 2018

GRACE O'HANLON: It's now my pleasure to introduce you to the chair of today's program Alyssa Grikscheit. Alyssa is a partner in the New York office of Sidley Austin. She has a diverse corporate practice that currently emphasizes complex transactions and alternative investment funds. Her experience also includes private equity and hedge funds, mergers and acquisitions, strategic alliances and restructurings. She has extensive experience in international ...

How Much Compliance is Enough? An Enterprise Risk-Based Approach to Finding Your Compliance Investment Sweet Spot

MP3 Audio  Audio Download (MP3)    On-Demand Web Briefing  On-Demand One-Hour Briefing    

Recorded on: Jan. 23, 2018

Taken from the One-Hour Breifing Recorded January 2018 in New York How Much Compliance is Enough? An Enterprise Risk-Based Approach to Finding Your Compliance Investment Sweet Spot [01:07:12] A well-tailored compliance program typically makes good business sense. It reduces operating risk, helps insulate your organization and individual leadership from legal liability, protects your brand, increases employee engagement, and (over time) tends ...

How Much Compliance is Enough? An Enterprise Risk-Based Approach to Finding Your Compliance Investment Sweet Spot

Transcripts  Transcripts    

Recorded on: Jan. 30, 2018

AMY TAUB: Hello. My name is Amy Taub and I'm a program attorney with PLI, a nonprofit learning organization. I would like to welcome you to today's briefing-- how much compliance is enough, an enterprise risk-based approach to finding your compliance investment sweet spot. 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 ...

Specialty Agreements: Licensing (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

SPEAKER 1: And Glen Nash from Sidley Austin, a partner of mine, is coming forward to talk to us about issues in initial property contracts. Do you-- you usually like to stand up. GLEN NASH: It doesn't matter. SPEAKER 1: OK. It's up to you. Thanks, Lauren. You can choose. This is the clicker. OK. GLEN NASH: Well, let me just make sure I got this clicker going right. Where am I pointing it? SPEAKER 1: I don't know, actually. It seems to work over ...

Specialty Agreements: Employment (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

MARTIN A. WELLINGTON: All right, everyone. We're back, sharply, at 1 o'clock. I'm joined now by Laura Clark, who is a senior labor and employment lawyer at HP Enterprise. Before that, she worked at a number of big law firms-- DLA, K&L Gates, Winston & Strawn, and spent some time at DaVita. So all good places. And at least the companies are all clients of ours, which is nice. Anyway, welcome Laura, and take it away. LAURA J. CLARK: All right. So getting ...

Acquisition Agreements (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

MARTIN A. WELLINGTON: So Michael, again, is sort of, I guess, our cohort in terms of how long we've all been practicing together. And Michael and I have done a lot of deals opposite each other over the years. Michael's practice is predominantly on the M&A side, both for strategic buyers, which is to say companies as [? Sara ?] pointed out, and financial buyers, which is to say private equity or private equity sponsors. So we'll use those terms again ...

When the Deal Goes Wrong: Enforcing Corporate Agreements and the Importance of Boilerplate (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

MARTIN WALLINGTON: All right, welcome back. Do you want to ask me a question? Welcome back thanks for coming back. Next, we have what is always in my view, the most entertaining session of the day, which is David Steuer who's a very seasoned litigator from Wilson / and David has lots of war stories about what happens when things go bad, which always end up being very amusing. So without further ado, David. DAVID STEUER: Martin, I didn't know you ...

Ethical Issues in Drafting Corporate Agreements (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

M. WELLINGTON: Now Jennifer Carlson will come up and join us. Jennifer is a partner with Mayer Brown. Her practice is very similar to mine, actually, it's mergers and acquisitions and capital markets transactions and general governance matters. So as she makes her way up here-- thank you, David. DAVID: Did you know a Baird Robertson when you worked at that state department? M. WELLINGTON: No. DAVID: He was before your time. M. WELLINGTON: Yeah, ...

Universal Issues and Preliminary Documents (SF)

Transcripts  Transcripts    

Recorded on: Feb. 15, 2018

SPEAKER 1: It is now my pleasure to introduce the chair of today's program, Martin Wellington. Martin is a partner in Sidley Austin's Palo Alto office and a member of the corporate group. Martin counsels technology companies and their sources of capital on a variety of transactions, including M&A, joint ventures, and private as well as public offerings. He also advises underwriters in public offerings and private equity investors. His clients include ...

Corporate Whistleblowing in 2018

On-Demand Web Programs  On-Demand Web Programs    

From the program: Corporate Whistleblowing in 2018

Released on: Jul. 3, 2018

This program will offer expert insights into recent whistleblower developments that have shaped the current risk landscape in this rapidly evolving area.  Leading whistleblower law experts, including current and former regulators, will provide in-depth perspectives on recent regulatory and legal developments, including the current and future direction of the federal whistleblower bounty and protection programs, what to expect in regulatory enforcement ...

Optimizing Your Contract Management Processes

MP3 Audio  Audio Download (MP3)    On-Demand Web Briefing  On-Demand One-Hour Briefing    

Recorded on: Jul. 16, 2018

This briefing does not offer credit for any jurisdiction. Taken from the Web Program Optimizing Your Contract Management Processes Recorded July, 2018 in New York [01:02:19] Presentation Material Contract Management Lucy Endel Bassli, Bart Mooney, Mark Ross, La'Resa Young

Securities Filings 2018: Practical Guidance in a Changing Environment

On-Demand Web Programs  On-Demand Web Programs    Web Segment  Web Segment    MP3 Audio  Audio Download (MP3)    MP4 - Mobile Video Seg  Video Download (MP4)    

From the program: Securities Filings 2018: Practical Guidance in a Changing Environment

Released on: Aug. 24, 2018

This popular two-day program will analyze in detail the forms used for filings with the SEC under the Securities Act of 1933 (“Securities Act”), and the Securities Exchange Act of 1934 (“Exchange Act”), with particular emphasis on the mechanics of and timing for assembling particular filings. Each segment of the program will incorporate practical tips and/or interactive drafting exercises. Ethics credit and recent legislation ...

Current Issues in Securities Practice

Transcripts  Transcripts    

Recorded on: Aug. 21, 2018

STEVEN BERNARD: OK. Welcome back, everyone. We're going to go ahead and get started. This is the part of the program we refer to as our current issues segment. For about the next hour and 15 minutes or so, we're going to be talking about current issues, things which have come up in the last 12 months. We give this program every year. So it's things which come up in the last 12 months, maybe developments in earlier things, how that's developed over ...

Deconstructing the Registration Statement; the Securities Regulatory Process

Transcripts  Transcripts    

Recorded on: Aug. 21, 2018

STEVEN BERNARD: Thank you Willis, and good morning, everyone. Welcome to our second day of securities filings program. As we said yesterday, today we're going to focus predominantly on 33 Act filings. That's a bit of a misnomer, because when we hear about the SEC review process, obviously that cuts across 33 Act and 34 Act filings. And a lot of things we'll talk about will have applicability to 34 Act filings as well. For example, when we talk about ...

Ethical Dilemmas in Preparation and Review of SEC Filings

Transcripts  Transcripts    

Recorded on: Aug. 21, 2018

STEVEN V. BERNARD: So, we're going to welcome up to the dais up here our final speaker of our program. Coming up now is Chuck Walker. Chuck's a partner at Skad Arps in Washington, DC, where he's co-chair of the litigation group. Chuck, how are you? CHARLES F. WALKER: Good. STEVEN V. BERNARD: Good to see you. CHARLES F. WALKER: Good to see you. STEVEN V. BERNARD: He rejoined Skadden after serving as a securities commissioner for the state of Delaware ...

SEC Filings: Proxy Statements

Transcripts  Transcripts    

Recorded on: Aug. 21, 2018

STEVEN V. BERNARD: OK, let's go ahead and get started. So now we're going to move on to the last of our 34 Act filings, the proxy statement. And first, I would like to introduce the newest member of our panel. To my left is Mark Borges, Mark another veteran of the program. He's a principal with Compensia, a management consulting firm providing executive compensation advisory services to comp committees and senior management and knowledge-based companies. ...

Securities Filings in M&A Transactions

Transcripts  Transcripts    

Recorded on: Aug. 21, 2018

STEVEN V. BERNARD: Welcome back. So we're going to move on to our next topic, and for that, let me introduce Bill Chudd. Bill is a partner at Davis Polk here in New York in the Corporate Department, concentrating in mergers and acquisitions, joint ventures, and related matters, and we welcome him. Bill is going to talk about the issuances of securities in M&A transactions. And as we're going through it, why don't you consider this. Hey, when we're ...


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