Series 79 Exam

(Hedge Fund Law Blog)
... managing the allocation and stabilization activities of such offerings, or (B) advising on or facilitating mergers and acquisitions, tender offers, financial restructurings, asset sales, divestitures or other ... would like to learn how to start a hedge fund. Other related hedge fund law articles include: Broker Dealer Registration Guide Securities Exchange Act of 1934 ... Exam Forex Hedge Fund Bart Mallon, Esq. runs hedge fund law blog and has written most all of the articles which appear on this website ...
July 3, 2009 05:42 pm
... California actions had not progressed far beyond the Delaware action. In addition, the Court noted that in light of the events from the announcement of the merger to the filing of the 14D-9, Rosen's delay was minimal and in line with the Court's "long expressed . . ... that would cause this Court to stay or dismiss the Delaware Action." The Court did note that the applicability of Delaware law, even for issues that were neither "cutting-edge [n]or terribly novel issues of Delaware corporate law," ...
July 3, 2009 02:07 pm
... California and Minneapolis. He concentrates his practice on corporate, securities, finance, and merger and acquisition matters, with a particular focus on renewable energy clients and their project development efforts. David is admitted to practice law in the state of Minnesota and is pending bar admission to the state of California. The California energy team's capabilities also include real estate, land use and permitting ...
July 2, 2009 01:32 pm
... of a covenant's assignability is not controversial, stating "[a]s the majority of courts have concluded when considering this issue, in a merger, the right to enforce the restrictive covenants of a merged corporation normally vests in the surviving entity." Further, in support of ... assignability found in Traffic Control, under Nevada Revised Statute 613.200(4) and applicable case law, such covenants must still be reasonable in scope and duration. The HD Supply decision is significant because it ...
July 2, 2009 10:53 am
... lawyers and of Warren Buffett, and (3) the almost certain fact that Apple, after close consideration of the facts and the law by its lawyers, made the business decision that the risks and probabilities of disclosure last January (or at any time between when ... in which the Court determined that corporate insiders might have had the duty to disclose negotiations for a corporate merger before the merger was concluded. Some courts outside the 2d Circuit prior to that time had ruled that a deal didn't ...
July 2, 2009 06:48 am

New York Law Journal: Featured Columnists July 2, 2009

(New York Supreme Court Criminal Term Library Blog)
... J. Rapisardi, a partner at Cadwalader, Wickersham & Taft, writes that although the typical case of substantive consolidation calls for the merger of multiple entities into one, one recent litigation involved a structure pursuant to which numerous debtors were consolidated ... 2, 2009 By Timothy M. Tippins " Timothy M. Tippins, a practicing attorney and an adjunct professor of law at Albany Law School, writes the value of most assets is dynamic, not static, and, as recent economic history has ...
July 2, 2009 12:56 am
Posted by D. Daniel Sokol Clark C. Havighurst, Duke University School of Law Barak D. Richman, Duke University - School of Law write on Mergers of Nonprofit Hospitals: Rectifying a (Serious) Failure of Antitrust Enforcement. ABSTRACT: Although federal judges have...
July 1, 2009 05:35 am
... subsidiary of NetApp and Data Domain's shareholders would receive $25 in a combination of cash and Net App stock. The merger agreement allegedly contains a number of deal protection provisions including a no-shop clause, a matching right and a ... preclusive deal protection provisions and by failing to inform themselves. [Note: where the consideration is cash and stock, Delaware case law is unclear as to whether and when Revlon duties apply. Here it appears a majority of the consideration is cash.]
July 1, 2009 05:11 am
... , because I only count class actions seeking damages for disclosure violations under the federal securities laws, I have omitted merger objection lawsuits (refer for example here). By the same token, I have included federal securities class action ... bond documents misrepresented certain bond attributes, for which the plaintiffs seek to recover damages under the federal securities laws. It is an investor class action lawsuit seeking to recover damages under the federal securities laws, and for that ...
July 1, 2009 03:05 am

The Proper Limits of Shareholder Proxy Access

(The Harvard Law School Corporate Governance Blog)
... of directors and management. That said, shareholders retain the right to vote on fundamental corporate changes, such as a merger, a sale of all or substantially all of the corporation's assets, and an amendment to the corporate charter or bylaws. ... what they honestly believe is the best interests of the enterprise and its shareholders. More particularly, state corporate law, from which the shareholder vote originates, defends the shareholder franchise. The Delaware Chancery Court, for example, ...
June 30, 2009 07:53 am
... there is the broad power under the Defense Production Act of 1950 granted to the CFIUS to review a foreign acquisition, merger, or takeover of a U.S. business that is determined to threaten the national security of the United States. Restrictions on foreign ... of land. One common type of real property restriction was for agricultural land. Fifteen states having some law governing foreign ownership in this area. The Report's recommendation for Executive Action: To enhance their oversight of sectors ...
June 30, 2009 04:00 am
... into Miami, Eleni Zarbalas Pantaridis was happy practicing law at Kluger Peretz Kaplan & Berlin. She specialized in mergers and acquisitions and also did some real ... found new work: Pantaridis, who mainly works from home now, has opened a "virtual law office" in Boca Raton, where a receptionist answers the phone and where she can arrange ... works 20 hours a week for a Palm Beach County firm that specializes in bankruptcy law. Meanwhile, she's networking in hopes of building her practice and has ...
June 29, 2009 10:56 pm
... associated with estimated average price increases of about 1 cent per gallon each. In addition, GAO found that the merger of Phillips Petroleum with Conoco, which primarily involved the acquisition of oil exploration and production assets, was associated with an estimated average decrease in wholesale gasoline prices across cities affected by the merger of nearly 2 cents per gallon. This analysis provides an indicator of the impact that petroleum industry mergers can have ...
June 29, 2009 03:22 am
... fascinating chart about Fortune 250 law departments appears in a chapter of Laura Empson, ed., Managing The Modern Law Firm: New Challenges New Perspectives (Oxford Univ. Press 2007) at 92 (by Brian Uzzi, Ryon Lancaster and Shannon Dunlap). ... years between 80 and 120. My supposition is that the rapid expansion in departments of such size resulted much more from mergers of companies and their legal teams than from organic headcount growth, or from a dramatic increase in legal volume or complexity ...
June 26, 2009 07:53 am

July issue of Spectrum online

(AALL Spectrum Blog)
The July issue of AALL Spectrum is available online in PDF format. This month's articles include: Winners of the "Day in the Life of the Law Library Community" photo contest A look inside library downsizing in New York's BigLaw community The value of Facebook in the law library Your guide to preparing for a firm merger or acquisition BCIT: Bloomberg's citation function The [...]
June 26, 2009 07:52 am
... , are a huge purchaser of iron ore. Therefore we are entitled to look into this merger from a monopolistic perspective under our antimonopoly laws. Countries do that. The European Union has done that with respect to Microsoft. I can't ... some companies in China that have engaged in price fixing. One of things that fascinates me about China's antimonopoly laws is that it is essentially plopped down as it ought to be, but it was plopped down without there being any history on which lawyers and judges ...
June 24, 2009 02:39 am

New York Law Journal: Lead Articles June 24, 2009

(New York Supreme Court Criminal Term Library Blog)
If you are already an online subscriber to the New York Law Journal you should be able to click on any of the links provided below, sign in, and access the full text of articles listed. [www.nylj.com] Subscription required for online access unless ... Highlights Experience as Advocate and Analyst of Criminal Justice Policy Issues State Panel Approves Reporting of Partial Matches Between Crime Scene DNA and Databank Samples Banks Agree to Pay Huntsman to Settle Texas Suit Over Failed Merger Newsbriefs
June 24, 2009 01:07 am

LAW.COM Newswire Highlights June 24, 2009

(New York Supreme Court Criminal Term Library Blog)
... settlement with Deutsche Bank and Credit Suisse Group, the banks it sued for backing out of financing its busted $10 billion merger with Hexion Specialty Chemicals. The announcement brought an abrupt end to the trial that began just a week ago and to the ... office in that probe. FTC Chairman Pushes Antitrust Legislation Against Pharmaceutical 'Pay-for-Delay Payments' The National Law Journal Jon Leibowitz, the new chairman of the Federal Trade Commission, gave ammunition Tuesday to those who want ...
June 24, 2009 01:05 am
... that some bidders saw a rise in value while others saw a decline) was nothing more than, at the time of a merger, the market's collective uncertainty about how to value a takeover. It said nothing about what, in fact, happened after the takeover. In ... of the target's assets) could easily outweigh the benefits (the premium paid to target shareholders). Proponents of the law and economics movement professed indifference about this since the inefficient bidder would itself become a target because of ...
June 23, 2009 11:00 pm
... issue covering antitrust issues in energy. The guest editor for this special issue is Prof. Nicolas Petit (Lecturer in Competition Law and Economics at the University of Liege in Belgium and Associate at Howrey LLP). The energy sector is one of the areas ... subject. The topics may cover all aspects of antitrust enforcement (vertical/horizontal cooperation agreements, abuse of dominance, merger control, etc.) relevant for oil, gas, electricity and other energy sub-sectors including LNG and nuclear. ...
June 23, 2009 08:04 am