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Showing 1 - 25 of 77 Results

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Directors' Institute on Corporate Governance (Fourteenth Annual)

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From the program: Directors' Institute on Corporate Governance (Fourteenth Annual)

Released on: Dec. 12, 2016

In the past year, new expectations were being placed on boards in critical areas of governance, including disclosure, oversight of complex operational issues, risk management, board succession, audit committee oversight, executive compensation, and responsiveness to and communication with investors pressing different concerns. In addition, the Dodd-Frank Act, the Foreign Corrupt Practices Act and other anti-bribery laws have put new requirements on ...

Cybersecurity and Boards: Understanding the Director's Role

Transcripts  Transcripts    

Recorded on: Dec. 2, 2016

KEIR GUMBS: Very quickly, we're going to get started. So we are at the tail end of our program. We're getting ready to do cybersecurity. SPEAKER 2: The last, but not the least [INAUDIBLE]. KEIR GUMBS: Let's see, make sure I've got people in order here for the bios. So let's see, so first to Mark's left, we've got Luke Dembosky. Luke joined Debevoise & Plimpton's Cybersecurity and Data practice in March of this year, where after serving as the Deputy ...

Related Party and Conflicts Transactions: What's a Board to Do?

Transcripts  Transcripts    

Recorded on: Dec. 2, 2016

Our next panel discussion addresses related party and conflict transaction's focusing principally on corporate directors and executive officers. And I'd first like to introduce the panel. I'm really pleased to have with us two really distinguished now practitioners. First, let me start with former chancellor, Bill Chandler, who was a member of the Delaware Judiciary for more years than he would admit to, but culminating-- starting with the Delaware ...

Is the Publicly Traded Corporation an Endangered Species? Reflections on the Decline in the Number of Publicly Traded Firms

Transcripts  Transcripts    

Recorded on: Dec. 2, 2016

SPEAKER 1: It's now my pleasure to introduce you to the co-chairs of today's program Jeff Karph, Keir Gumbs, and Mark Gentile. Jeff is a partner in Cleary Gottlieb's New York office. His practice focuses on corporate and financial transactions and matters. He represents issuers at investment banks and a variety of SEC-registered and private equity and debt offerings, as well as tender and exchange offers. He also has extensive experience in the development ...

Preparing For Shareholder Activism: What You Need To Be Doing Now 2016

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From the program: Preparing For Shareholder Activism: What You Need To Be Doing Now 2016

Released on: Dec. 16, 2016

Hedge fund activism has become a ubiquitous feature of the corporate landscape, affecting public companies of all sizes. As the phenomenon has become more commonplace, it has also become more diverse, and the means of addressing it and being prepared for it have evolved. Learn about the current state of hedge fund activism and best practices for preparing for and engaging with activists. You will learn: What was new in 2015 and what to expect ...

Annual Disclosure Documents 2016

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From the program: Annual Disclosure Documents 2016

Released on: Dec. 16, 2016

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. The upcoming reporting season appears headed towards being another interesting one, with significant events and uncertainties covering a wide spectrum of ...

The Current State of Clawback Requirements and Considerations

Transcripts  Transcripts    

Recorded on: Dec. 14, 2016

MARY MULLANY: Thank you, and welcome back from break. Now we're going to spend an hour talking about something that next year we might not talk about at all. But this is part of the vagaries of planning a program in the September time frame, you know June, July, August, September time frame for December. We're going to talk about clawbacks. And I guess, if we're all surprised and it isn't significantly changed, you'll thank us later. So-- so we'd ...

Corporate Governance and Shareholder Proposals

Transcripts  Transcripts    

Recorded on: Dec. 14, 2016

SANDRA FLOW: So welcome back. We are going to have an afternoon focusing a little bit more on governance issues. And we're starting off this afternoon with a panel on corporate governance and shareholder proposals. Let me introduce a couple of the new panelists. In fact, I think much of this panel is new. So I'll just go down the line. Lilly was up here this morning. But next to her is Rick Grubaugh. Rick is a senior vice president of D.F. King and ...

Mergers & Acquisitions 2017: Advanced Trends and Developments

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From the program: Mergers & Acquisitions 2017: Advanced Trends and Developments

Released on: Jan. 26, 2017

Merger and acquisition activity has remained robust in 2016.  The ability to properly advise companies and their boards of directors and to effectively negotiate an M&A transaction requires detailed knowledge of the latest trends and developments affecting M&A. This program will help you stay up-to-date on M&A activity and cutting edge topics and developments regarding the negotiation of key provisions in public company merger agreements, ...

Sixteenth Annual Institute on Securities Regulation in Europe: Practical Implications of U.S. Law on EU Practice

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From the program: Sixteenth Annual Institute on Securities Regulation in Europe: Practical Implications of U.S. Law on EU Practice

Released on: Jan. 27, 2017

We are proud to present Practising Law Institute’s Sixteenth Annual Institute on Securities Regulation in Europe, the most comprehensive securities programme available in Europe, with a unique focus on the application of U.S. securities law in the EU. This Institute will provide the important U.S. perspective relevant to UK and European practice, featuring leading practitioners active in the U.S. and Europe, as well as company management, investment ...

Recent Developments in Distressed Debt, Restructurings and Workouts 2017 -- The Roles of Financial Advisors, and Corporate Governance

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From the program: Recent Developments in Distressed Debt, Restructurings and Workouts 2017

Recorded on: Feb. 6, 2017

Taken from the Web Program Recent Developments in Distressed Debt, Restructurings and Workouts 2017 recorded February, 2017 in New York. The Roles of Financial Advisors, and Corporate Governance [01:00:33] The Roles of the Financial Advisors (cont’d) Business plans, valuations, sales and exit strategies Evaluation of alternatives for parties in interest Negotiations and problem-solving   Speakers:    James ...

The Roles of Financial Advisors, and Corporate Governance

Transcripts  Transcripts    

Recorded on: Feb. 6, 2017

JOSEPH SAMET: Welcome back to those of you on the web and all those here in New York. We're going to continue on with Jim and David with regard to the role of financial advisors, and then move on after about 30 minutes to corporate governance, which would include the laws of many states and other places, and the role of the board, management, and the like, and the kinds of cases that are coming down that are controversial. So Jim, David. JAMES LUKENDA: ...

Business Divorce 101: A Primer

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Recorded on: Feb. 7, 2017

Taken from the briefing Business Divorce 101: A Primer recorded February, 2017 in New York. The practice of separating business partners from each other through litigation, negotiated transaction or otherwise is not a new phenomenon, but recognition of this multi-disciplinary practice as a unique area of the law is a more recent event. After providing a primer on business divorce and what it involves, including hints to recognize situations in which ...

Spin-offs 2017

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From the program: Spin-offs 2017

Released on: Mar. 1, 2017

Spin-offs are front page news right now. An increasing number of global M&A transactions take the form of spin-offs, equity carve-outs and similar architectures not involving an outright sale.  But what is a spin-off, what makes it different from other types of business separation transactions, and why are people doing more of them?  Spin-offs 2017 will provide an in-depth look at:  the factors that drive the recent trend towards ...

Variations on the Spin-off

Transcripts  Transcripts    

Recorded on: Feb. 23, 2017

SPEAKER 1: All right. So we're going to jump right in then to our second session-- Separation Alternatives. Our panel for this session, starting to my immediate left, Phil D'Ambrosio. Phil is the senior vice president of tax and treasury at the Madison Square Garden Company with responsibility for all company tax matters and treasury matters. Phil previously worked at Cablevision, where he was the senior vice president of tax. He worked on Cablevision's ...

Hot Topics in Spin-Offs

Transcripts  Transcripts    

Recorded on: Feb. 23, 2017

MATTHEW SALERNO: Welcome back. We are now going to move into our final panel discussion of the day, spin-offs recent developments. I think we will hone in this segment on some of the tax issues that we talked about in separation alternatives. We're going to dive a little deeper into shareholder activism, which we covered a bit in the first session. And we'll also talk about some of the accounting issues that come up in the context of spin-offs with ...

Spin-offs: The Decision to Separate

Transcripts  Transcripts    

Recorded on: Feb. 23, 2017

MATTHEW SALERNO: Turning to our specific panel for today, we have three panels for you this morning. The first, on this panel, the decision to separate. Why do companies pursue spin-offs? What are the key drivers for that decision? How should directors of companies pursuing spin-offs think about their fiduciary duties in the context of a spin? How does it differ from an acquisition or a divestiture? How do you make sure that the spin-offs sticks ...

Accounting (The SEC Speaks in 2017: Workshop F)

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Recorded on: Feb. 25, 2017

Taken from the Web Program The SEC Speaks in 2017 recorded February, 2017 in Washington.

Government Investigations 2017: Investigations Arising From Data Breach and Privacy Concerns and Parallel Proceedings -- Responding to the Investigation

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

From the program: Government Investigations 2017: Investigations Arising From Data Breach and Privacy Concerns and Parallel Proceedings

Recorded on: Feb. 27, 2017

Taken from the Web Program Government Investigations 2017: Investigations Arising From Data Breach and Privacy Concerns and Parallel Proceedings recorded February, 2017 in New York. Responding to the Investigation [01:00:03] What should be the response to notice of an investigation? What compliance obligations might the notice create? What should be done to locate electronic information in response to a demand? What should ...

SEC Speaks in 2017

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: The SEC Speaks in 2017

Released on: Mar. 3, 2017

At the beginning of each year, PLI presents in cooperation with the U.S. Securities and Exchange Commission The SEC Speaks program, providing an essential update on the current initiatives at the Commission, as well as the priorities for the coming year. In this unique program, you will hear remarks by the Chairman, and Commissioners, and Investor Advocate, as well as panel discussions by senior staff at the Divisions of Corporation ...

Corporation Finance (The SEC Speaks in 2017: Workshop A)

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

Recorded on: Mar. 2, 2017

Taken from the Web Program The SEC Speaks in 2017 recorded February, 2017 in Washington.

Securities Offerings 2017: A Public Offering: How it is Done

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From the program: Securities Offerings 2017: A Public Offering: How it is Done

Released on: Mar. 10, 2017

This course will provide a solid understanding of the legal framework for securities offerings under the Securities Act of 1933. Topics covered include the basics, such as definitions and regulations of “offers” and “sales” of “securities” and the distinctions between public and private offerings, including the need to register public offerings (and how that is done) and basic exemptions from registration.  ...

Introduction to the Law of Securities Offerings

Transcripts  Transcripts    

Recorded on: Mar. 6, 2017

SPEAKER 1: And now it's my pleasure to introduce you to the chair of today's program. LizAnn Eisen is a partner in Cravath's corporate department. Her practice focuses on domestic and international corporate finance transactions, corporate governance, and reporting matters and restructurings. Her work includes corporate reporting, governance and disclosure advice, and securities offerings for high profile clients including Amdocs, Starbucks, Unilever, ...

Important Financial Statements, Accounting Disclosures and Key Securities Offering Documentation

Transcripts  Transcripts    

Recorded on: Mar. 6, 2017

LIZANN EISEN: Hi! Welcome to the Important Financial Statements and Accounting Disclosures panel. My name is LizAnn Eisen, and I am a partner at Cravath, Swaine, and Moore. To my immediate right is a new participant for the day. It's Nicole Pinder, and I'd like to introduce her. She is a partner at PricewaterhouseCoopers Transactional Services practice, based in New York. She has over 15 years of experience providing assurance and advisory services ...

Ethics, Due Diligence and the Offering Process

Transcripts  Transcripts    

Recorded on: Mar. 6, 2017

LIZABETHANN EISEN: All right. We're going to go ahead and get started. Welcome back, everybody, to the 3:30 ethics panel. It's called "Ethics, Due Diligence, and the Offering Process." My name is LizAnn Eisen. I'm a corporate partner at Cravath, Swaine, and Moore. In And I'm going to introduce my co-panelists. To my immediate right is Rob Evans, who should look familiar to you from a partner at Shearman and Sterling. He's been on panels throughout ...


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