Thursday, March 11, 2010         14:48 EST
Ely Razin, Esq., Editor In Chief
 
INDUSTRY


09 March 04:00
Film stars, exotic real estate bubbles and international intrigue lend Dubai a patina of the sensational that masks an Olympian accomplishment in the emirate:  The near-instantaneous creation of a sophisticated financial regulatory regime…
Precedent Watch

23 February 08:00
Virgin's recent acquisition of UK bank Church House signals the race to acquire a UK banking licence has commenced. With Blackstone and others joining in, it promises to excite…
Precedent Watch

22 January 07:30
Environmental risk disclosures cover a waterfront of issues, from clean energy to carbon reduction to water cleanup. Driving environment-related disclosures this year is a host of regulation, both pending and recently passed…
Precedent Watch

07 January 09:00
Gold Dragon Enterprises, a China-based gold exploration company, recently filed its initial public offering with the SEC. Gold Dragon is offering up to 2 million shares of…
More Precedent

21 December 06:00
Chinese issuers continue to seek access to western capital pools, with Toronto joining New York and even Frankfurt as favored western offering markets. In return, China-based companies are being received with open arms by the Canadian markets, though their disclosures continue to portray a hint of skepticism…
Precedent Watch

15 December 09:00
Brazilian government controlled and one world’s largest integrated oil and gas companies Petrobras – Petróleo Brasileiro S.A. may issue debt securities, warrants, preferred shares, mandatory convertible securities and guaranties, and…
More Precedent

14 December 07:00
Green Star Mining Corp. announced its CEO has resigned after selling her 60% interest to…
More Precedent

11 December 06:30
There's a gold rush on uranium – the “un-commodity”. While many other commodities are both somewhat sought after and freely tradable, uranium is urgently sought after and urgently restricted…
Precedent Watch

03 December 09:00
A number of deals of late have involved a class of commodity not often a focal point: Uranium. One recent example, Uranium Energy Corp, a Nevada corporation, announced it has entered into…
More Precedent

17 November 12:00
Cloud Peak Energy, Rio Tinto’s U.S. coal unit, has filed a credit agreement in anticipation of completing its initial public offering. Cloud Peak and Rio’s devolution is the latest in a string of corporate spin-offs and carve-outs to hit the public markets…
More Precedent

11 November 15:30
Ensco International, an offshore drilling company, initiated a merger between two of its wholly-owned subsidiaries, Ensco Delaware and Ensco Cayman. The merger was initiated in order to allow Ensco International to reincorporate in...
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06 November 13:00
Ceres Managed Funds added PGR Capital LLP, a UK-based commodities advisor, as a manager to its Emerging CTA Portfolio fund...
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30 October 11:30
There was yet another sign of activity in the metals industry this week: Olympic Steel Inc, an Ohio corporation, has proposed to sell up to $75 million in…
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29 October 12:40
In a concession to aggressive tactics by activist shareholders, State Bancorp Inc of New York has invited said activist to join its Board. In particular, the company elected Richard Lashley, a …
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29 October 12:00
Goldman Sachs waded deeper into Dark Pool discussions with the SEC and even suggested certain regulatory approaches...
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10 March 04:00
Oil wildcatters are seeking liquid gold in what was once one of the furthest corners of the British Empire, whether labeled the Falklands or Las Malvinas. Along with this quest has come a parallel quest for funding…
Precedent Watch

04 March 03:00
China’s oil behemoths are noteworthy not only for their globe-spanning acquisitions, but also for the clever corporate and disclosure strategies that accompany them. Sinopec, PetroChina and CNOOC, have together…
Precedent Watch

23 February 04:00
Amid increasing demand for more environmentally friendly energy sources such as solar power, and increased transactional activity on the global energy front, SunPower Corp. is...
More Precedent

22 February 08:00
The old childhood adage “the more, the better” is a fair assessment of annual disclosures. And when it comes to disclosures related to hedging, it may be more apropos to say that much more is better…
Precedent Watch

17 February 08:00
As energy deals continue to gain traction, Energy Partners, L.P and private equity funds managed by EnerVest Ltd., announced they have signed an agreement to acquire oil…
More Precedent

03 February 07:00
In Canada, cleantech is cleaning up. With more than 120 cleantech and renewable energy companies listed on the Toronto Stock Exchange and TSX Venture Exchange, Canada is already home to more listings than any other country in the world…
Precedent Watch

08 January 06:00
Natural gas deals are burning up, with uniquely hot legal issues around them. Recent deals by Exxon/XTO, Chevron/Tokyo Energy and the just announced deal between Total/Chesapeake power forward…
Precedent Watch

30 December 10:00
Nabors Industries Ltd, a Bermuda-based offshore drilling company, filed the second amendment to the executive employment agreements for...
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28 December 12:00
Orion Energy Systems, an energy management company, recently amended its $25 million credit agreement with Wells Fargo Bank. The amendment removes a provision permitting Orion to request an increase in…
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18 December 13:00
Exxon Mobil announced a blockbuster $41 billion deal for XTO Energy earlier this week. The terms of the deal just got clearer, as the acquisition documents just got filed...
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17 December 17:00
The biggest TARP-recipients are now scrambling to pay it back. In particular, both Citibank and Wells Fargo have recently announced historic issuances with proceeds to be used to repay U.S. taxpayers…
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15 December 09:00
TransCanada PipeLines Limited, a leader in the responsible development and reliable operation of North American energy infrastructure, launched a $3 billion shelf offering of debt securities…
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14 December 08:30
Hydropower plants developer China Hydroelectric Corp appears to have the dominance of the Chinese hydropower industry in its sights…
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14 December 08:00
China Hydroelectric Corporation, a New York-based Cayman Islands company, debuted this week on the New York stock exchange with an offering of over 3,000,000 American depositary shares.….
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14 December 07:00
Solar Thin Films previously amended purchase agreement between the company and Zoltan Kiss, a former director, and his children was terminated by a mutual agreement....
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02 December 13:00
Texas Petrochemicals filed a Form 10 registration statement on Wednesday of last week The company is attempting to register its existing common stock, which was distributed to...
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20 November 06:00
Teekay LNG Partners L.P. is a publicly-traded master limited partnership formed by Teekay Corporation that focuses on liquefied natural gas and liquefied petroleum gas shipping and transportation services…
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17 November 10:00
UK-based Liberty Energy Corporation recently entered into business agreements targeted at natural resource exploration, for a total of $525,000…
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16 November 16:00
Energy continues to flow through the energy industry. Following its IPO earlier this year, Solarwinds is back in the market with the announcement it has priced 12 million shares of common stock at 18.75 per share…
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13 November 02:00
Coal-fired opportunities are powering back up, almost in spite of climate change concerns. Savvy players from NRG to the Tennessee Valley are taking notice. Sitting in the cross-hairs of emerging climate change regulation and lingering real estate troubles…
Precedent Watch

11 November 13:00
Energy-related companies are taking diverse approaches to increasing capital. The latest: International marine fuel logistics company Aegean Marine Petroleum Network Inc, and…
More Precedent

10 November 12:00
GMX Resources (GMXR) announced that it has closed a transaction in which GMXR and Endeavor Pipeline Inc., a subsidiary, transferred mid-stream gas gathering and…
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04 November 15:00
American Energy Group Ltd has acquired from Hycarbex-American Energy, Inc. a working interest in Pakistan valued at $3.2 million…
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04 November 13:00
EDF Energy, one of the UK’s largest energy companies, recently offered £10 billion in medium term notes…
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04 November 06:00
Oil and gas reserves are poised to become a hot disclosure topic. On October 30, 2009, the Office of the Chief Accountant of the U.S. Securities and Exchange Commission issued…
Precedent Watch

30 October 11:30
Just as the tech sector took off in the late 1990s, the energy now appears to be gearing up as the sector to watch. The latest sign? Encana Corp, a Calgary Alberta corporation, intends to separate itself into highly focused energy companies…
More Precedent


11 March 06:00
Unilever N.V. and Unilever plc have agreed a Supplemental Agreement to their Equalisation Agreement. The Supplemental Agreement removes references to the Euro and Pound Sterling within…
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08 March 01:00
Boston Scientific’s acquisition of Guidant in 2006 came with an unexpected liability – criminal charges. In a recently filed plea agreement...
More Precedent

03 March 03:00
If necessity is the mother of invention, then desperation may just be the mother of market abuse. And desperation appears to be more widely felt in the generics-pressed pharmaceutical industry…
Precedent Watch

25 February 03:00
In a signal that dot-com activity has not disappeared, once highflying Drugstore.com recently disclosed an agreement to acquire internet-based health retailer and services provider Salu, Inc...
More Precedent

25 February 02:00
In the last few weeks, Travelport, Merlin Entertainments and New Look all have seen their IPOs pulled by their private equity owners, in the face of market volatility…
Precedent Watch

08 February 00:00
The U.S. operations of Spheris, a medical transcription company, filed for Chapter 11 in Delaware and has already entered into a stalking-horse agreement with MedQuist to…
More Precedent

25 January 06:00
Healthcare horse trading might be taking place on Capitol Hill, but the real drama is occurring in the run up to annual meetings through no action letters…
Precedent Watch

22 January 04:00
In another sign of the resurgent M&A market, two small capitalization deals are slated to close. The Merz Pharma Group of Germany said that it intends to buy…
More Precedent

19 January 07:00
Healthcare reform puts two constants, both death and taxes, on the line. Disclosures range from alarm to ennui in corporate America, seen from Aetna to Whole Foods.  Even amid the large body of companies that are part of the healthcare “food chain”…
Precedent Watch

13 January 15:00
Healthcare properties continue to be a bright spot for troubled real estate markets, as evidenced by Grubb & Ellis Healthcare REIT II’s purchase of a neurology center…
More Precedent

07 January 12:00
The SEC has voiced concerns over legal opinions issued in the context of an S-3 registration. Merge Healthcare, a Milwaukee-based healthcare computer systems company…
More Precedent

07 January 09:30
After a rough first half of 2009 for private equity, fund activity is picking up again, allowing for increased acquisition activity. Illustrating this trend, Henry Schein Inc, with the involvement of Oak Hill Capital….
More Precedent

29 December 14:00
Shareholder proposals on poison pills could be hotbed of activity this proxy season. Serving as a notable early indication may be pharmaceutical company Mylan’s recent No Act...
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28 December 13:00
Drugstore.com an online retailer of health products, announced its $36 million acquisition of Salu, Inc. Salu owns and operates the SkinStore.com, a leading online retailer of clinical skin care and beauty products and other distribution channels…
More Precedent

10 December 19:00
Northstar Healthcare Investors Inc launched a $200 million dollar initial public offering. Northstar was organized to qualify as a real estate investment trust that focuses on the acquisition…
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08 December 06:30
Healthcare reform may have an unintended side effect – the revival of the real estate market. In a tale of two legal trends, Omega Healthcare REIT is placing an $860 million bet on health-related real estate, particularly noteworthy with so much of the real estate world ailing…
Precedent Watch

04 December 07:30
With the rise in PE funds going into new deals, some funds are clearly focused on how to get back out again. Henry Schein, a large distributor of healthcare products and services, plans to acquire…
More Precedent

24 November 07:00
Business is still booming for the healthcare industry, but CIT seems to be heading for the exit. Care Investment Trust Inc., a health care REIT managed by CIT Healthcare, completed the sale of interests in two…
More Precedent

19 November 08:00
The Bristol-Myers Squibb Company is taking another step in its carve-out of Enfamil infant formula maker Mead Johnson Nutrition Co. Bristol is offering its shareholders the option to…
More Precedent

10 November 14:30
After activity earlier this year and through the summer, M&A in the healthcare industry has been relatively quiet for a few weeks – but is now seeing more notable activity…
More Precedent

05 November 12:00
In a healthcare deal with a big legal twist, a new $570 million merger was just announced. One of the leading providers of rehabilitation program management services with…
More Precedent


08 March 12:00
France Telecom and Deutsche Telekom may have gotten a rare, lucky break from competition authorities in Europe after a review of their proposed JV merging the Orange UK and T-Mobile UK brands…
Precedent Watch

01 March 05:00
Despite the potential size of the domestic television watching market, media content remains one of the most controlled sectors in China’s economy. Many point to incidents such as the banning of Facebook…
More Precedent

01 March 02:00
Looks like the technology industry is in for a small shake-up with the acquisition of semiconductor supplier Silicon Storage Technology, Inc. by its competitor and Cerberus affiliate, Microchip Technology Inc…
More Precedent

25 February 02:00
In the last few weeks, Travelport, Merlin Entertainments and New Look all have seen their IPOs pulled by their private equity owners, in the face of market volatility…
Precedent Watch

23 February 04:00
Amid increasing demand for more environmentally friendly energy sources such as solar power, and increased transactional activity on the global energy front, SunPower Corp. is...
More Precedent

10 February 11:00
In an unusual move amid increased corporate oversight and executive compensation scrutiny, the SEC will not proceed further against executive officers of semiconductor manufacturer Broadcom for...
More Precedent

05 February 06:00
High-performance electric vehicles manufacturer Tesla Motors is driving into the public U.S. market with a $100 million initial public offing (IPO)…
More Precedent

04 February 11:00
The Federal Reserve earlier this week launched a website designed, essentially, to teach bank directors how to be a director...
More Precedent

03 February 12:00
As shareholder meetings near for companies across the globe, many face corporate governance changes. In the UK, Domino Printing Sciences plc has issued a Notice of Annual General Meeting (AGM)…
More Precedent

02 February 06:00
Pharmaceutical healthcare organization BioScrip appears to have its sights set on expanding its business with the planned acquisition of…
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02 February 04:00
Vringo, a video ringtone service provider, filed a registration statement for its IPO...
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01 February 00:00
On the heels of the Google drama regarding internet censorship in China, another battle is coming to light over the principles of net neutrality. In a rare showing of activism, shareholders at Comcast have submitted…
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29 January 13:45
Corel Corp., an Ontario-based software provider, has recently been contacted by the Securities Exchange Commission (SEC) regarding a...
More Precedent

29 January 04:00
Corporate disclosure on the ultra-sensitive topic of computer and network security breaches have been highlighted by Google’s recent disclosure of a cyber attack originating in China…
Precedent Watch

28 January 08:00
Convio, a company that helps nonprofits raise funds, is now hoping to raise $57.5 million to help itself….
More Precedent

27 January 09:00
Breaking up is always the hardest part, as some “wallet-broken” stakeholders are finding out in bankruptcy court. Capmark, Nortel, Canwest and others are spiraling out of existence with each asset sale…
Precedent Watch

26 January 11:00
Shareholder activism may be the key this year to empowering and advancing shareholder interests. For an example of activism in action, look no further than Take Two Interactive Software...
More Precedent

20 January 08:00
Digital rights are surprisingly dramatic. From Google Books to Amazon’s Kindle, most users may not be aware that their sleek new holiday “toys” are actually a bundle of legal uncertainty, wrapped in a bow, yet shrouded in mystery…
Precedent Watch

18 January 16:00
Telecommunications company Conestoga Enterprises recently a filed a $1.1 billion exchange offer of 7.875% Senior Notes due 2017 for 7.875% Senior notes…
More Precedent

15 January 10:00
A year after it was first posed by Westlaw Business Currents, “to blog or not to blog” disclosures remains the question. Google revealed in a widely-reported SEC filing that…
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13 January 15:00
Credit card woes of a different sort appeared in recent filings relating to Visa. A settlement was reached with related party, Heartland Processing Systems, which...
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08 January 07:00
Chinese reverse mergers have spread from Nevada targets all the way to Quebec. For a particularly artful two-step, consider Amico Games...
More Precedent

07 January 13:00
Small company acquisition as a growth path (for the acquirer) and exit (for the target) is set to pick up in 2010, and an early entrant is the sale of Israeli innovator Cloverleaft Communications to Colorado’s Dot Hill Systems…
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06 January 15:00
After a year of beefing up its enforcement muscle, the SEC is bringing some charges full circle. Earlier this week, the regulator settled insider trading charges centering around Dell Inc’s acquisition announcement of Perot Systems...
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06 January 13:30
In a stark contrast to this time last year, a number of lenders are signaling restored confidence in issuing credit to borrowers. For example, vehicle security system LoJack Corporation secured a…
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05 January 15:30
Capital market activity is starting out with some big offerings for 2010. Missouri-based Charter Communications Inc has filed with the SEC an offering of…
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04 January 09:00
FCPA enforcement has stepped up yet again, even touching China-related actions in the U.S.A. The SEC’s year-end salvo against California’s UTStarcom Inc. was announced under the cover of 2009’s year end close….
More Precedent

31 December 07:00
Video game publisher THQ entered into settlement agreements with World Wrestling Entertainment Inc (WWE) and Jakks Pacific Inc regarding the WWE video game…
More Precedent

29 December 15:00
After high demand from leading institutional investors, Clear Channel Outdoor Holdings closed private placement offerings of two series of senior notes totaling $2.5 billion, by...
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29 December 08:00
Shareholders of Xerox Corp. and Affiliated Computer Services, Inc (ACS) announced that they will vote on Xerox’s Agreement to purchase ACS...
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22 December 12:50
California tech company ActivIdentity Corp. entered into a merger agreement with CoreStreet Ltd and John F. Burton, the stockholder representative late last week…
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22 December 12:00
Nokia OYJ, the Finish telecommunications company, has announced a Euro Medium Term Note Programme for €5,000,000,000, as part of its preparation for an apps war with Apple…
More Precedent

17 December 02:00
Media companies such as Virgin Media and BT are switching on to the notion of a “Digital Britain”, and related disclosures are a hot topic in the UK these days. With the UK government’s announcement of a public subsidy for…
Precedent Watch

16 December 06:00
Virgin Entertainment Investments Holdings, an investment company jointly owned by Richard Branson, Cougar Investments and Plough Investments, announced it has entered into a hedging transaction…
More Precedent

14 December 06:00
In this era of conservative consumer spending and increased competition, advertising has become a hot topic in the business and legal communities, playing out of late in the Canadian court system. Imagine, after all, a world in which products were marketed as …
Precedent Watch

07 December 14:24
EBay has put its former chief executive, Meg Whitman, on the witness stand on Monday to make the case that Craigslist unfairly denied the Internet giant a seat on its board...
Reuters News

25 November 14:00
Telegent Systems Inc, a semiconductor company based in California, disclosed to the SEC its $250 million initial public offering with the SEC…
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25 November 08:00
Fabrinet, an optical communications company based in Thailand, announced the filing of $150 million initial public offering with the SEC. Law firms for the offering include…
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18 November 15:30
After years of reorganization, Archipelago Learning, an online education company, went public in an offering of common stock worth $75 million. In January 2007, Providence Equity Partners…
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17 November 12:00
After months of speculation and preparation, Time Warner’s Board of Directors finally approved the spin-off AOL Holdings on November 16, 2009…
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13 November 12:00
TerreStar 1.4 Holdings LLC, a Delaware limited liability company, parent company TerreStar Corporation, a Delaware corporation, and One Dot Four Corp, an affiliate of…
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06 November 15:30
Qiao Xing Universal Telephone, an emerging Chinese resources company incorporated under the laws of the British Virgin Islands, filed an...
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27 October 09:00
Technology mega-merger documents of great interest have been filed in connection with the $6.4 billion acquisition by Xerox Corp of Affiliated Computer Services Inc. This...
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11 March 08:00
In an enviable spurt of deal activity keeping law firms globally busy, AIG has just signed up for three cash-raising deals valued in excess of $45 billion. Together, these transactions may allow AIG to repay part of what it owes its rich Uncle…
More Precedent

11 March 06:00
New technologies have resulted in a blurring of the lines between various forms of media, with television, print, and many other forms sprouting in non-traditional ways. Against this backdrop of changing parameters, the Canadian media industry faces challenges…
Precedent Watch

11 March 02:00
It’s “do or die” time for many SPACs, as several have announced or closed deals recently, while others have run out of time and have been forced to liquidate…
Precedent Watch

10 March 06:00
The foundations of Islamic finance may be trembling by dint of the controversial reasoning in a recent English court decision. Some Shariah-based contracts may now be interpreted in a manner that now places them under a cloud of doubt...
Precedent Watch

10 March 06:00
Clever structuring has been known to let many a party have their cake and eat it too. Of late, reverse mergers between PRC and U.S. companies are proving themselves more useful than a simple listing on the NASDAQ or NYSE…
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10 March 04:00
As PE deals heat up, Telecom provider RCN Corporation announced last week that it has entered into a $1.2 billion merger agreement with private equity firm Abry Partners...
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10 March 01:00
Not quite as controversial as the delayed release of Bank of America’s secret bonus agreements with Merrill but still noteworthy, Daimler has disclosed the details of its exit from Chrysler…
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09 March 10:00
Smart money investor John Paulson is placing his bets on SuperYellowPages’ emergence from bankruptcy. After emerging from reorganization under Chapter 11 and incurring more than $9 billion in...
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09 March 06:00
After unanimous approval by independent members of its board of directors, specialty finance REIT Crystal River Capital, Inc. agreed to merge with...
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09 March 02:00
Over the past six months, observers have raised concerns about the possible impact of several legislative changes on the securitization of vehicles and equipment in Canada…
Precedent Watch

08 March 06:00
A spotlight was shined on the lack of transparency, standardization, and disclosure of credit default swaps and other OTC derivatives in the depths of the credit crisis. Now some regulators are searching for solutions...
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05 March 13:00
Corporate raider Carl Icahn is at it again, but this time his target is in the entertainment sector. Icahn recently filed a cash tender offer for up to 13.2 million shares in Vancouver-based Lions Gate Entertainment…
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05 March 10:00
Goldman’s equity-based pay packages are back in spotlight, as Goldman’s managing directors face new requirements from the financial services giant. MDs are now being required to hold more equity…
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05 March 08:00
A little known, but recently notorious, corner of the commercial real estate world is actually going through an upsurge. Led by Passco, Inland, and American Realty Capital, it's powered by unique legal structures…
Precedent Watch

05 March 08:00
Named after the Chinese word for peace, Ping An Insurance’s latest move is generating anything but a peaceful response. Recently, Ping An announced that it will be gradually unlocking…
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04 March 06:00
Out with the old and in with the new is rarely the case when it comes to classified boards, but corporate governance tides are rising against staggered boards. Companies like e-Bay, E*Trade Financial, and…
Precedent Watch

04 March 02:00
The Federal Reserve’s Term Asset-Backed Lending Facility (TALF) is soon coming to an end, and companies like CIT and Sallie Mae are sad to see it go…
Precedent Watch

03 March 09:00
In the midst of the global financial crisis, financial executives were still making out like bandits. But at last, things may be looking up for compensation crusaders. Bank of America’s recently filed preliminary annual meeting proxy details...
More Precedent

03 March 06:00
Even as a relatively novel component of the global economy, Islamic finance must still accommodate a number of often divergent interests – some of them by their natures inherently difficult to satisfy…
Precedent Watch

03 March 05:00
Diamond Foods, the processor and marketer of culinary in-shell snack ingredient nuts, has entered into a Share Purchase Agreement to buy the entire issued share capital of…
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02 March 12:00
Bankruptcy may be hardest on companies, but it’s no picnic for their landlords either.  With once-blockbuster tenants like Movie Gallery and Blockbuster reeling from the twin impacts of RedBox and the recession, already-troubled commercial real estate companies are…
Precedent Watch

02 March 08:00
With memories of $147 per barrel of oil still reverberating, the CFTC wants to make sure that number is never seen again, and is proposing anti-speculation rules heralded to accomplish just that. These rules seem to fall short of their goal…
Precedent Watch

01 March 06:00
AAA ratings, like the Easter Bunny and Santa Claus, were great gift givers once upon a time, but no longer exist. At least General Electric and Berkshire Hathaway have found that out the hard way…
Precedent Watch

01 March 04:00
The Financial Services Authority (FSA) has been flexing its regulatory muscle, even while its standard-bearer, Hector Sants, is retiring. Recent moves include record fines and criminal proceedings…
Precedent Watch

01 March 03:00
Canada’s Competition Bureau has perhaps never been as active on multiple fronts as it has been over the past year. A new commissioner, broad changes to the Competition Act, new…
Precedent Watch

26 February 13:00
A big crack exists in the regulatory foundation of M&A, and global chemicals and commodities consolidation is a prime beneficiary. Recent mega-deals between Potash Corp. and Israel Chemicals and…
Precedent Watch

26 February 11:00
In order to support more investor participation in corporate elections and help educate investors about how the voting process works, the Securities and Exchange Commission announced a plan to educate investors about proxy voting…
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26 February 10:00
Beware of Greeks bearing securities...and I-bankers bearing swaps bear a second look, too. While Greece has been the focus of swap-centered financial engineering that resulted in the obfuscation of its fiscal problems, it is not alone…
Precedent Watch

26 February 03:10
Last week, PECO II, Inc., a telecommunications company focused on the production of electronic cables entered into an Agreement and Plan of Merger with Lineage Power Holdings, Inc.,…
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25 February 11:00
Gambling may be Macau’s jet fuel, but its lift is somewhat uncertain, balancing the actions of regulators, junket firms, and capital markets activity. Dubbed the “Asian Vegas” by the Western world, it…
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25 February 09:00
Termination or death - there are better ways to get paid, but CEOs take whatever they can get. Disney, Verizon, and Boeing executives have all recently taken flack from seething shareholders because of the companies’ golden parachute and golden coffin policies…
Precedent Watch

24 February 06:00
The AIM has just received a much-needed vote of confidence, in the form of an admittedly-small £6 million offering that comes with a couple of notable legal twists…
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24 February 01:15
Product recalls, a la Toyota, may keep many an executive up at night – but their lawyers will be up even later. While crisis management and a tsunami of bad press is the focus of executives, lawyers recognize this for what it is: the tip of the product liability iceberg...
Precedent Watch

22 February 10:00
As worries over Greece rattle world markets, off balance sheet derivatives transactions are back in the lime light. Greece is accused of acting like Andrew Fastow of Enron fame…
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22 February 02:00
In a sign of loosening credit conditions, brokerage firm Legg Mason has extended its outstanding revolving credit agreement to 2013...
More Precedent

19 February 10:00
Islamic finance is at an interesting crossroad in its young history and is facing an array of new challenges. Several hot issues are occupying Islamic finance’s leadership, from contract interpretation to global dispute resolution to restructuring-related concerns. . .
Precedent Watch

19 February 09:00
Shoemaker Steve Madden Ltd announced that it has completed the purchase of private handbag designer Big Buddha...
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19 February 04:30
With ties between Canada and China growing stronger, and China’s increasingly outward focus, it’s no surprise that 2009 saw some big moves by Chinese investors looking to stake a position in Canada. But the relationship between Canadian and Chinese businesses is far from a one-way street...
Precedent Watch

19 February 04:00
Banco Santander Brasil has commenced a secondary offering of 29 million American Depositary Shares (ADS). The financial services company looks to earn up to….
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18 February 08:00
Simon Property Group has announced a $10 billion offer for General Growth Properties, which filed for Chapter 11 protection in April 2009 after attempting to refinance its debt…
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18 February 04:00
The Securities and Exchange Commission is cracking down on insider trading, inadequate disclosures, and abusive short selling. From subprime securities to Madoff…
Precedent Watch

18 February 02:00
The credit crisis wasn’t kind to any industry, but travel and tourism was particularly hard hit. It seems that thawing credit markets are now even flowing into even the leisure industry…
More Precedent

17 February 08:00
Amidst strategic issues like financing problems and sovereign debt crisis, XBRL may get lost to C-suite and lawyers alike. But guard against that temptation. Companies like Boeing, Disney and Biogen Idec already file in XBRL and…
Precedent Watch

16 February 14:50
Williams Partners announced the completion of a $3.5 billion private placement to help fund a previously announced strategic restructuring...
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16 February 13:00
These days, commercial real estate and financial problems go together like mom and apple pie. Hence, it comes as no surprise to see commercial real estate giant CB Richard Ellis entering a…
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16 February 09:00
Changes to the National Association of Pension Funds’ Guidance on remuneration and last year’s upheavals at Punch Taverns and Royal Dutch Shell, to name but a few, have motivated many companies to...
Precedent Watch

15 February 08:00
Reverse mergers seem to be the wallflower cousins of the IPO, but make no mistake, they are hot on the rise. Chinese enterprises of all sizes have been quietly gaining a presence in the U.S. through…
Precedent Watch

15 February 03:00
As the world’s protracted liquidity crisis drags on, recovery’s slim margins for success depend upon every available source of capital. The role of Islamic finance funds has thus taken on a heightened importance...
Precedent Watch

12 February 13:00
What's debt among friends? Sometimes it can be a legal and financial headache, so firms must restructure related party debt. Case in point, Hallmark Cards, which has announced a new recapitalization plan that will…
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12 February 12:00
Foreign corruption enforcement is all about the “company that you keep” – and that company is increasingly under the watchful eyes of regulators. Casino Borgata’s recent changing of hands may be a sign that...
Precedent Watch

12 February 11:00
Insider reporting is going through some significant changes in Canada, with shorter reporting deadlines and the effective consolidation of provincial reporting requirements narrowing the gap between Canadian rules and U.S. standards…
Precedent Watch

12 February 10:00
Though commercial real estate may be in a downturn, multifamily stands tall (in a relative sense). It’s drawing the likes of Sam Zell, and perhaps even the Donald, back into the fray…
Precedent Watch

12 February 09:00
Bank of America and its ill-starred merger with Merrill Lynch can’t seem to get out of the gaze of regulators. In a whirlwind of recent legal filings, the firm appears close to settling with the SEC, but now…
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12 February 07:00
Hexion is a comeback story, part of private equity’s re-emergence, not just through, new investments but old ones as well...
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12 February 06:00
Both John Thain and CIT Group Inc have now proclaimed their return. In particular, Thain’s employment agreement with CIT, where he will serve as CEO, makes it clear…
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11 February 08:00
Kraft has a sweet tooth – and an expensive one at that. Kraft Foods has now filed agreements related to its $9.5 billion bond offering. The company intends to use…
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11 February 07:00
Institutional shareholders and activist investors have gotten a big boost in recent months, thanks to unintended consequences from the SEC’s e-proxy push and other rule changes. These unintended consequences may get even worse this proxy season…
Precedent Watch

11 February 06:00
Takaful, the Islamic insurance product, represents an attractive subset of the trillion-dollar Islamic finance market, as premiums are expected to more than double to over $7 billion in the next few years…
Precedent Watch

10 February 07:00
There is a new sick man of Europe and he bears a worrisome gift: financial contagion concerning many European governments and private companies. All this, just as the UK is limping from its economic sickbed…
Precedent Watch

10 February 03:30
To win any competition, good tools and training are key. To succeed at M&A deals is no exception, judging from recent epic bidding battles for corporate control, such as Agrium/CF and Kraft/Cadbury...
Precedent Watch

09 February 10:00
The debt markets seem to have taken a shine to auto loan securitizations as of late, and recently, Volkswagen marketed a $1.3 billion securitization of auto loan receivables…
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08 February 11:00
Private equity’s taste for fast food – and cash flow – may be adding some sizzle back into troubled real estate markets. In this, Bain Capital, with its latest move into Domino’s, may prove the poster-child…
Precedent Watch

08 February 08:00
Following Javelin Investment Management LLC’s July 2009 launch of America’s first Shariah-compliant index fund, a similar Islamic investment vehicle appears to be inching closer to reality…
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08 February 07:00
More than 80 countries are expected to participate in this year’s Winter Olympic Games, set to commence February 12, in Vancouver. This multi-billion dollar bonanza for sponsors and suppliers...
Precedent Watch

08 February 06:00
Financial services M&A and its flow-on capital markets activity received a big boost when Bank of New York Mellon announced the $2.3 billion purchase of PNC Financial Services Group’s...
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05 February 11:00
The $53 billion deal that shocked America is a secret no longer, as AIG has finally reveal the details of its plan to pay off credit default swap (CDS) counterparties. While a payout at 100 cents on the dollar is something even the Fed couldn’t keep secret…
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05 February 09:00
English football is sometimes known for its combativeness –but it may soon be known for its restructuring and corporate reorganization as well. In a corporate drama replete with leverage, hedge funds and the Glazer clan, Manchester United’s latest troubled offering…
Precedent Watch

05 February 08:00
Shareholder rights are pressed by the SEC, activists...and John. John Chevedden's one man shareholder rights band. Amazon.com, International Paper, and Halliburton…
Precedent Watch

05 February 08:00
As part of the trend of resurgent PE funds doing PIPE deals, Bain Capital, a Boston-based private equity behemoth founded by Mitt Romney, made a private investment in public entity into…
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04 February 09:00
Dubai’s attempts to restructure the well publicized debt of Dubai World have brought about a restructuring of a different sort: that of the Emirate’s legal framework. Foreign courts, domestic courts, and now…
Precedent Watch

04 February 05:00
Boardroom diversity is once again on the agenda in Europe, with France poised to adopt a new law that would force large companies to reserve at least 40% of their boardroom positions for women…
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03 February 08:00
Just days after Live Nation completed its acquisition of Ticketmaster, John Malone’s Liberty Media filed a tender offer for Live Nation…
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03 February 04:00
When even Toyota has to announce a major product recall, legal observers know product liability is a hot topic. The Japanese carmaker, often hailed as…
Precedent Watch

02 February 04:00
The SEC, thanks to dozens of comment letters, appears aware of the importance to companies of climate change disclosures and plans to issue interpretive guidance on disclosure requirements…
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01 February 11:00
The revitalization of the worldwide merger market continues to improve, as illustrated by cross-border printers agreeing to amalgamate...
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01 February 11:00
Carl Icahn is feeling lucky and he’s heading to the casino – as in Tropicana Entertainment Inc., which recently filed a copy of its exit financing facility…
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01 February 10:00
Warren Buffet’s investing secret? His attorneys. Since the onset of the financial crisis, Berkshire Hathaway has been involved in swath of deals, many of which required intricate legal know-how…
Precedent Watch

01 February 07:00
Securities regulators around the globe are taking a second look at problems underlying the market crisis over the past two years in their efforts to prevent a future systemic meltdown, and Canadian officials are no exception...
Precedent Watch

29 January 11:00
The Securities and Exchange Commission is continuing its crackdown on stock market manipulation and abusive shorting. Two hedge funds were recently charge with…
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29 January 08:00
The headline-grabbing Tishman/Blackstone walk-away from New York’s Stuyvesant Town is only the biggest of a broad trend: Real estate owners handing the keys over to their banks…
Precedent Watch

29 January 04:00
SEC staff reviews may be a normal course of exchange for public filers, but companies occasionally find themselves aggressively defending their practices. Recently released SEC staff correspondence letters reveal that Southwest Airlines…
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28 January 11:55
Japan’s leading cosmetic maker, Shiseido Co., has commenced a tender offer to buy all outstanding shares of Bare Escentuals Inc for $1.7 billion...
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28 January 10:00
Executive jets and the companies that pay for them made quite a stir on Capitol Hill after the CEOs of Detroit’s automakers flew into Washington. Yet American International Group Inc (AIG) and its chief executive have entered into an Aircraft Time Sharing Agreement…
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28 January 08:00
Though still early in proxy season, activist shareholders are already demanding a variety of changes to executive compensation disclosure and practices. Shareholders from companies diverging from Dow Chemical to Sprint, and Bank of America to Frontier Communications are…
Precedent Watch

28 January 04:00
The Malaysian government’s encouragement and commitment to transparency may account for nascent Western interest in Malaysia’s Islamic finance climate…
Precedent Watch

27 January 17:00
More companies with a link to China and Asia Pacific are attempting to go public in the Unites States. Following this trend is Hong Kong-based start-up, Eastern World Solutions Inc…
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27 January 09:00
Breaking up is always the hardest part, as some “wallet-broken” stakeholders are finding out in bankruptcy court. Capmark, Nortel, Canwest and others are spiraling out of existence with each asset sale…
Precedent Watch

27 January 08:00
Kraft and Cadbury recently reached an agreement for £11.9 billion friendly-takeover. The agreement caps off an extended game of cat and mouse, which ended only after…
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26 January 09:00
SAC Capital and Blackstone have just done a special purpose acquisition company (SPAC) deal notable as yet another mandated acquisition…
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26 January 07:00
Even CEO-chairmen aren’t immune to the vagaries of fashion, and wearing two hats is clearly out. Whole Foods, E*Trade Financial, and Morgan Stanley are just a few of the companies that have recently decided to separate the roles…
Precedent Watch

25 January 09:00
Goldman, it seems, has pulled the proverbial white flag and has decided to fight for its preferred executive compensation structure after all. The SEC recently released seven no action requests filed last week by...
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22 January 14:00
A U.S. bankruptcy court has approved the plan of pre-organization submitted by Cary, N.C.-based R.H. Donnelley Corporation, a print and online yellow pages publisher…
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22 January 14:00
If recent no act letters are any indication, the separation of chairman and CEO may, yet again, be a hot proxy topic for shareholders this year. Two major companies have received proposals recently and…
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21 January 08:00
Companies involved in “big” M&A have recently seen competition (antitrust) regulators in action. Just ask merger partners Petro-Canada and Suncor, which were required to sell off 104 retail gas stations…
Precedent Watch

20 January 09:00
Ultimate Escapes Inc, a Florida-based company, filed a registration statement for up to $40,250,000 in common stock…
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19 January 14:00
SPAC dealmaking proceeds down two parallel paths -- making the "acquisitions" worthy of their name and cashing out unhappy shareholders, often funds. Asia Special Situation Acquisition Corp…
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18 January 11:00
Though Islamic finance has made significant headway in Europe and the U.S., it remains in relative infancy in Canada. In one notable development though, in late December, Toronto-based company Ansar Financial and Development Corporation filed a prospectus for…
Precedent Watch

18 January 08:00
Becoming a part of the recent trend in corporate spin-offs, on February 9, 2010, Madison Square Garden, Inc., a Delaware corporation, will become a public company. The Dolans are spinoff a sizable chunk of their cable vision empire...
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15 January 16:00
China Angel Assets Management LLC. Entered into a securities purchase agreement with Man Shing Agricultural Holdings Inc, a Nevada corporation headquartered in Hong Kong...
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15 January 07:00
It’s proxy season and change is in the air, especially for directors now forced to defend their authority. The Securities and Exchange Commission adopted final rules on December 16, 2009 to expand corporate governance and…
Precedent Watch

15 January 06:30
The Shari'ah is not confined to a specific national jurisdiction. Nevertheless, it constitutes a corpus of rules on social conduct that is...
Precedent Watch - Guest Author

14 January 16:00
Bank compensation is now facing its latest regulatory threat, this one with actual costs attached, following rules proposed by the Federal Deposit Insurance Corporation (FDIC)…
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14 January 10:00
A Customer Identification Program (CIP) Rule enforcement exemption was continued with the SEC’s Division of Trading and Markets granting of no-action relief earlier this week...
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14 January 06:30
Powerhouse timber company Weyerhauser recently announced its REIT status for 2010, raising a bright green flag over the powerful forces driving REITs. Weyerhauser’s move helps it join not…
Precedent Watch

14 January 06:00
UK national newspapers are facing increased competition from free news and online news services which are pushing the traditional newspaper business model to breaking point. Many of these shifts are reflected in recent industry disclosures…
Precedent Watch

13 January 15:00
Healthcare properties continue to be a bright spot for troubled real estate markets, as evidenced by Grubb & Ellis Healthcare REIT II’s purchase of a neurology center…
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13 January 12:00
With the motto “Do No Evil” and a rap for bad behavior in China, among others places, it’s little surprise that Google is facing a shareholder proposal to create a Human Rights Committee...
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13 January 06:00
Patent disputes and disclosure are just a part of life for any innovation-based business. Licensing and royalty agreements are big bucks and litigation can be a key part of both parties’ “negotiation” strategy…
Precedent Watch

12 January 12:00
As Brazil’s economy pops, so do its deals – but it’s less common to see the actual deal documents pop into the public sphere. Thus, innovator TIM Participacoes SA,…
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12 January 06:30
How do you select what to disclose after an unbelievable 2009 fraught with disclosure-worthy issues? With duty to disclose policies newly widespread, this question is even more…
Precedent Watch

12 January 06:30
In an era of hyper-sensitivity to executive compensation, Disney’s recent moves shine a light on standards outside of the financial services industry...
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07 January 10:00
The energy sector is sure to be an area to watch in 2010, particularly where it involves China-based companies. Hoku Scientific Inc, based in Honolulu, entered into a securities purchase agreement with China-based Tianwei New Energy Holdings Co…
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07 January 06:30
Kids sure do grow up fast these days – even those of the corporate variety. In the past month alone, Time Warner set AOL free, Bristol Myers said goodbye to Mead Johnson Nutrition, and...
Precedent Watch

07 January 06:00
Shareholder proposals and no action letters make it clear: bankers and their wallets are in for a rough 2010 proxy season. To wit: Amex, Citi and Bank of America, among other financial services companies, are fighting…
Precedent Watch

06 January 16:00
Though not as hot as late summer, real estate investment trust (REIT) activity in 2009 is continuing. Digital Realty Trust, Inc recently acquired a three-property data center portfolio located in…
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05 January 16:00
Shareholders already seem to be in the driver’s seat at many companies this year, the latest example of which is NYSE Euronext...
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05 January 16:00
Lenders are showing more confidence in providing financing to joint ventures such as the Hard Rock Hotel & Casino in Las Vegas. Amendments were made to several loan agreements for…
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05 January 12:00
In a growing trend, companies are leaving tropical tax havens in anticipation of greater EU and U.S. tax regulation of haven-seekers. The latest: global insurance brokerage Willis Group has...
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31 December 08:00
Executive compensation will be a hot button issue for activist shareholders in the upcoming proxy season – and if four recent Bank of America no action requests are any indication, it may be one of the earliest issues to emerge...
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30 December 14:00
Online ticket sales company Hollywood Media Corp. has agreed to sell its Broadway Ticketing Division to Key Brand Entertainment Inc for $45 million…
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30 December 06:30
A few days from now, when everyone emerges from the haze of holiday celebrations, Canadian issuers will find themselves with just one year left to get their ducks in order for IFRS compliance. From mineral exploration company Platmin to…
Precedent Watch

30 December 06:00
Private equity is back on the hunt, and PE firms are securing debt commitments that are putting the “L” back into leveraged buyouts…
Precedent Watch

29 December 16:00
Whole Foods Market shareholders are in for a savory a two course meal of governance changes. John Mackey, the co-founder, CEO, and now former chairman, recently…
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29 December 11:00
Many of the companies and industries hit hardest by the financial downturn are continuing to work their way through the bankruptcy process. In one example, bondholders and Trump Entertainment Resorts filed…
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24 December 10:00
In a more subtle preparation for a possible takeover of Cadbury, Kraft Foods sweetened its Board of Directors. It has just amended its bylaws to allow the expansion of the board to twelve members…
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24 December 08:30
In a further sign of the return of riskier second lien facilities, with equity kickers to boot, Hughes Telematics Inc announced it had entered into a $15 million Second Lien Credit Agreement…
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24 December 07:00
Infrastructure deals are going legit, prompted by profit motives, private equity and $150 billion in investment promised by the U.S. government. The $4 billion bid for Transurban and…
Precedent Watch

24 December 06:30
“Big dollars for bigwigs” could be the catchphrase for 2009 and a rallying cry as 2010 begins. With much focus on new disclosure requirements for banks in the U.S. and U.K., Canada is oft-overlooked. Yet it shouldn’t be…
Precedent Watch

23 December 14:00
The SEC charged Kurt B. Barton and Triton Financial, which co-sponsors the Heisman Trophy Trust, of offering fraud...
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23 December 14:00
MWB Group Holdings plc, the operator of 26 Malmaison and Hotel du Vin hotels, has announced a £30 million placing to avoid breaching its gearing covenants in its Loan Stock Deed…
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23 December 12:30
In a sign that corporate credit may loosening, fertilizer and feed products company Potash Corporation of Saskatchewan garnered a $2.5 billion revolving term credit facility from…
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23 December 07:00
Frankfurt’s gain has been the NYSE’s loss, in both listings and trading. Global players from Allianz to China’s Vtion to Xetra have made this happen…
Precedent Watch

23 December 06:00
The Financial Services Authority’s (FSA) stress tests are becoming increasingly stressful for many banks and building societies in the UK, yielding notable disclosure on the topic…
Precedent Watch

22 December 16:00
Good news happens, even in commercial real estate lending, with Ramco-Gershenson Properties Trust as the latest example...
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22 December 15:30
Financial reform and regulators were put in sharp focus by the failed merger of regional banks OceanFirst Financial Corp and Central Jersey Bancorp...
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22 December 15:00
Perhaps influenced by the controversy over Bank of America’s forgotten bonus schedule from Merrill, the SEC seems to be cracking down in incomplete submission of agreements...
Precedent Watch

22 December 08:30
Avista Corp, a Washington corporation, has entered into an Amended and Restated Sales Agency Agreement with BNY Mellon Capital Markets LLC...
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22 December 07:30
Cedar Fair, L.P., the Ohio-based amusement park managing company of Cedar Point, entered into an agreement and plan of merger with Siddur Holdings, Ltd…
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22 December 06:30
Property deals are rising, but is this the market taking flight…or dead cat bouncing? Deals involving premium property and players Canary Wharf, HSBC and Blackstone suggest that things are heating up for the high end of commercial real estate…
Precedent Watch

22 December 06:30
Despite breathless declarations of “the end of the bailout era,” we’re not quite at nirvana. For companies from Citigroup to Harley Davidson, government investment from TARP to TALF remains a major disclosure topic, at minimum updating their shareholders as to impacts and future concerns…
Precedent Watch

21 December 15:00
Educational Investors Inc, a Delaware corporation, announced it has entered into an Interest Purchase Agreement with TD Management, Joseph S. Monaco and Florham Consulting Corp…
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21 December 10:00
Spongetech Delivery Systems Inc entered into a settlement agreement and release with Sponge Tech Inc, Spongeables LLC...
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21 December 08:00
Facet Biotech recently announced that it has agreed to amend its rights agreement to permit Baupost Group to purchase a number of additional shares without…
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21 December 06:30
Pre-packing for the trip through Chapter 11 has gotten busier…and maybe even faster. Debtors from CIT Group to Lear Corp have used prepackaged bankruptcy plans during 2009, to great effect. Driving this are bankruptcy processes and credit markets that make any other route so risky that parties cannot afford to careen into Chapter 11...
Precedent Watch

21 December 06:00
Chinese issuers continue to seek access to western capital pools, with Toronto joining New York and even Frankfurt as favored western offering markets. In return, China-based companies are being received with open arms by the Canadian markets, though their disclosures continue to portray a hint of skepticism…
Precedent Watch

18 December 15:00
With just months since the FBI arrested a Galleon Group hedge-fund manager and charged an IBM executive and two employees of hedge fund New Castle Partners in a tech insider trading scheme...
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18 December 08:15
WCA Waste Corp, a Houston-based waste management company, announced that it has signed an agreement to purchase the subsidiaries and certain assets of Live Earth, LLC…
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18 December 08:00
The bailout benefits continue to flow from the Term Asset-Backed Securities Loan Facility (TALF). Chrysler Financial Services Americas (CFSA) is launching a new $18.7 billion auto receivable securitization…
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18 December 07:00
Mergers are set to get tougher, oddly, even while acquisitiveness and financing markets seem to be picking up. Blame the merger review process, with over 100 national merger review boards, each with its own rules and processes…
Precedent Watch

18 December 06:00
Sovereign wealth fund investments in financial institutions are a hot disclosure topic of late. Some wealth funds are cashing out their investments in…
Precedent Watch

17 December 08:00
In a landscape-shaking move, last week Chicago Board Options Exchange received the official go ahead to form a second national exchange from the Securities and Exchange Commission...
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17 December 07:00
With Bank of America having narrowly dodged multiple bullets in recent months, a shareholder proposal has been submitted, designed to help avert future troubles…and the bank wants nothing of it…
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17 December 06:30
General Growth’s bankruptcy shakes the foundations of the commercial real estate market, and the financing documents that hold it up. The bankruptcy plot touches on a wide range of issues, from the sacredness of corporate entities to director independence to the prevalence of Delaware entities…
Precedent Watch

16 December 14:00
As Venture Capital firms continue to seek more stable, and sizeable, deals, Technology Crossover Ventures (TCV) and Trident Capital have joined a private debt placement into public company, Xata Corp. Xata is a…
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16 December 13:00
Shanghai-based China Real Estate Information Corp. (CRIC) entered into a share purchase agreement with its two largest shareholders, Sina Corporation and E-House China Holdings...
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16 December 09:00
Sappi Ltd, a Johannesburg based paper supplier, entered into an agreement with Unicredit Bank Austria, Royal Bank of Scotland and JP Morgan’s London branch, to receive up to €209.0 million in financing…
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16 December 07:00
Jefferson National Life Insurance (JNL) is taking its newly formed reinsurance subsidiary public thought a reverse merger with...
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16 December 06:30
Boardroom battles promise to keep launching during the 2010 proxy season, an ever-sharp issue as proxy-drafting efforts now launch, too. Shifts in proxy disclosure standards must be gleaned, with plenty of fodder from…
Precedent Watch

15 December 15:30
Cadbury Plc filed documents with the SEC in defense of its rejection of Kraft Foods Inc $16.5 billion hostile offer...
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15 December 15:00
The Securities and Exchange Commission announced Monday that it is extending the comment period for the heavily debated...
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15 December 07:30
The Talbots, Inc announced it has entered into a merger agreement with blank check company BPW Acquisition Corp...
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15 December 06:00
Hershey’s possible bid for Cadbury may be in the legal equivalent of death-by-chocolate, blamed on its exceedingly complex legal relationship with its trust.  In truth, though, trusts are a…
Precedent Watch

15 December 05:00
As the credit crunch seemingly wanes, more and more companies are willing to take the risk and enter financial markets for the first time. The latest company to join this group is Financial Engines…
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14 December 17:00
Kraft Foods is showing signs it still intends to acquire Cadbury Plc, despite Cadbury's Board of Directors’ recommendation that its shareholders reject the offer. Kraft has been in correspondence with…
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14 December 15:00
Simon Property Group disclosed on Friday that it has slightly increased its borrowing capacity. The company replaced its current $3.5 billion unsecured revolving credit facility with a new…
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14 December 13:30
New York-based Haights Cross Operating, the parent company of Haights Cross Communications, an educational materials publisher, has presented its prepackaged bankruptcy plan to its shareholders to be voted upon…
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14 December 06:30
Bankers’ thudding bonuses echo with regulatory “bah humbug”. Today’s big announcement by Goldman Sachs of its bonus changes is just the latest sign. Citi, Bank of America and other TARP-fleeing banks ought also to be careful – they may trip over Barclays, RBS and their UK peers…
Precedent Watch

11 December 08:00
With their $30 billion deal for NBC Universal just announced, Comcast and GE are raising bright red regulator flags, and not only around antitrust. With media rapidly changing, FCC regulators threatening the deal, and…
Precedent Watch

10 December 16:00
The FDIC arranged the 130th failed bank asset sale of the year last week. This latest round of bank closures consisted of...
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10 December 09:00
The Treasury Department announced earlier this week that it would sell its JPMorgan Chase & Co. warrants in a public Dutch auction on Thursday. The warrants were acquired by the...
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10 December 07:00
The Securities and Exchange Commission is continuing to pursue players who may have contributed to the housing industry avalanche. This week, the Commission charged defunct Brookstreet Securities Corp. and its former CEO, Stanley C. Brooks, with...
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10 December 06:00
Over the last few years, several European (and, more specifically, German) companies have delisted from the NYSE, instead favoring an exchange closer to home – in many cases, Frankfurt…
Precedent Watch

09 December 14:00
Arlington Park Racecourse LLC, an Illinois-based subsidiary of Churchill Downs, completed the purchase of…
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09 December 13:00
A. H. Belo Corp, a news and information company which owns and operates three daily newspapers and 12 associated websites, along with its bank syndicate have agreed to amend a revolving credit facility…
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09 December 11:00
The Potomac Edison Company, a mid-atlantic electric utility company, plans to sell its environmental control property to PE Environmental Funding LLC…
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09 December 06:30
As the hustle and bustle of holiday shopping nears, consumers are not the only ones pinching pennies. Corporations, including large banks like HSBC, SunTrust, Wells Fargo, are also focused on…
Precedent Watch

09 December 06:00
Banks and other financial services companies are disclosing their efforts to ditch TARP and government debt. Bailed-out banks from Citigroup to Bank of America are using increasingly buoyant financial markets to…
Precedent Watch

08 December 16:00
General Electric Company (GE), NBC Universal, Inc. (NBCU) and Comcast Corporation filed the master agreement for their mega-joint venture that has been headlining the news…
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08 December 14:00
Dublin-based Amarin Pharmecuticals extended its current supply agreement with Tokyo’s Nisshin Pharmaceuticals for transfer of ethyl-eicosapentaenoate (E-EPA) from…
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08 December 08:00
Sino Gas International Holdings, a China based company, filed a guaranty agreement and shareholder lock up agreement in connection with the purchase of up to $10 million…
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08 December 08:00
Brazilian based Banco Santander (Brasil) S.A. responded to the SEC’s request for more information related to its IPO…
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08 December 06:30
Healthcare reform may have an unintended side effect – the revival of the real estate market. In a tale of two legal trends, Omega Healthcare REIT is placing an $860 million bet on health-related real estate, particularly noteworthy with so much of the real estate world ailing…
Precedent Watch

08 December 06:00
With all the attention that executive compensation has been getting of late, it would only seem logical that Canadian issuers would take special care when it comes to compensation disclosures. According to the CSA, however…
Precedent Watch

07 December 16:30
Anheuser Busch InBev, a Belgian corporation, filed a $5.5 billion exchange offer with the SEC. The company will exchange four separate old notes for new notes…
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07 December 16:00
As the federal government furthers its attempt to fend off a future economic meltdown of the nature seen last year, the SEC has taken a notable step: fraud charges have been filed against three executives of New Century's subprime mortgage business...
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07 December 16:00
Goldman Sachs Credit Strategies Fund, a newly-organized closed-end management investment company, plans to raise $811.5 million through a primary offering of common shares...
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07 December 15:00
Kraft filed financing agreements and registered stock consideration for its hostile bid for Cadbury. Kraft’s $16.1 billion cash/stock overture has received a frosty reception from...
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07 December 07:30
Builders FirstSource has disclosed that it will reduce the target tender percent of its recapitalization transactions...
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07 December 06:30
Price is a central focus in M&A transactions, so much so that post closing price adjustments are now being set up both forcibly and contractually. Following the sales of both Lehman Brothers and Washington Mutual, companies and shareholders are pushing back against…
Precedent Watch

04 December 16:00
With the Australian mining industry still booming, companies are cashing in while the going is good...
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04 December 07:00
European bond issuances are not only up, they are sky high. Driven by the likes of Virgin Media, Fiat, Lloyds, and Britannia Building Society, both conventional and unconventional structures are rising. Only a year ago, in the midst of…
Precedent Watch

04 December 06:30
Here’s something you don’t see every day: A remarkably unified front of public issuers and investors pushed back on new corporate governance regulation proposed by securities regulators…and the regulators folded, putting new legislation on the backburner…
Precedent Watch

03 December 15:30
The real estate investment trust (REIT) market, after its brief decline this fall when a number of REITs pulled back on their planned offerings, REITs may again be on the upswing…
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03 December 13:30
In a sign that proxy season is fast approaching, both Pfizer and Kimberly Clark have requested no action relief to exclude similar shareholder proposals according to recently released no-action letters. In their no action requests…
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03 December 11:00
Bank of America is on the move to repay the $45 billion it received in government bailout funds with the sale of its common equivalent securities valued at $18.8 billion…
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03 December 08:30
Telvent GIT S.A., a Madrid-based a global IT and business information services provider entered into corporate finance agreements with Caja de Ahorros y Pensiones de Barcelona and General Electric Credit Corp...
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03 December 06:30
Default threatens Dubai World and other global players with another round of financial shock. Comparisons to Lehman and AIG may be overblown, as Dubai has less in dollars and counterparties at stake. However, for those sharing in Dubai World’s capital structure, this is scant solace…
Precedent Watch

03 December 06:00
Clawbacks and bonus busting continue to be a hot topic. The activity may be led by regulators, but it is no longer restricted to them. Instead, the SEC, the pay czar, and even private companies like Hertz are voluntarily getting in on the clawback action…
Precedent Watch

02 December 12:00
Presstek Inc announced it has entered into an agreement to sell subsidiary, Lasertel, Inc. to Airborne Systems a business development company for $10 million…
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02 December 09:00
Telefonica S.A., organized under the laws of the Kingdom of Spain (TEF) and Telefonica de Argentina, organized under the laws of the Republic of Argentina (TASA), in an SEC No Action letter...
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02 December 07:30
RedPrairie Holding Inc, a Wisconsin company has announced the filing of a $172.5 million initial public offering …
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02 December 07:00
Piedmont Office Realty Trust, Inc. has made public all of its Class A common stock in an offering worth $345 million...
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02 December 06:30
Corporate carve outs seem to be spinning, ever faster. The upcoming spin-off by Time Warner of AOL signals both the end of an era and as the dawn of a new age of spinoffs. Joined by players like Rio Tinto and Bristol-Meyers Squibb, to name but a few, companies are using white-hot equity markets to unload assets or raise cash…
Precedent Watch

01 December 15:30
Governance changes are a necessary part of going public, as KAR Auction Services, Inc. has confirmed. KAR, a leading provider of vehicle auction services, has amended its IPO filings from…
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01 December 15:30
Pursuant to a Stipulation and Consent to the Issuance of a Consent Order, Wisconsin based WaterStone Bank agreed to the issuance of a Consent Order to be issued jointly by the FDIC…
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01 December 15:00
The $2.6 billion recapitalization by PE powerhouse Clayton, Dubilier & Rice of JohnsonDiversey is now unfolding. In particular, redemption of Unilever’s stakeholding in…
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01 December 14:00
As part of the continuing wave of bank changes, both Mercantile Bancorp and Waterstone Financial have just announced their own raft of changes. Mercantile, after receiving a second waiver for...
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01 December 09:00
Getting the SEC regulation that many feel they have earned, the Credit Ratings Agencies now face a second, Proposed Rule, creating new compliance requirements and seeking to separate ratings of...
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25 November 15:00
Credit Ratings Agencies (CRAs) are now getting the regulation many feel they deserve, courtesy of two recent SEC rules releases – one a final rule, the other one proposed, for comments…
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25 November 14:30
Chrysler Financial Services Americas, through an issuing trust, recently offered $334 million in asset backed notes...
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25 November 09:30
General Electric recently petitioned the SEC by way of No Action letter to omit information from its upcoming proxy. The company requested to omit a shareholder proposal recommending that…
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25 November 09:00
Financial holding company Zions Bancorporation commenced an offer to exchange $140 million in depositary shares representing its series A preferred stock for its common stock in order to…
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25 November 08:00
Fortune Brands, the maker and seller distilled spirits and golf clubs, issued and sold $400 million in notes. The company plans to use the funds for general corporate purposes, which may include…
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25 November 06:30
Great West Life, Baytex Energy, Premium Brands and Jazz Air all have recently taken advantage of a seemingly healthy market for convertible debt in Canada. These markets are greeting new issues with open arms, attracted by the hybrid nature of such instruments…
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25 November 06:00
There has been a noticeable uptick in companies disclosing “Wells Notices” as the SEC is bearing its enforcement teeth. Many of the recent notices target executive compensation, subprime and other areas related to financial services. The recent raft…
Precedent Watch

24 November 16:00
General Electric Capital recently listed a $500 million sukuk on the Bursa Malaysia and London Stock exchanges. This is the first Islamic bond offering by General Electric’s financing unit…
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24 November 08:30
Burlington Northern CEO Matthew Rose has waived his compensation and benefits that he would have received as a result of the merger with Warren Buffet’s Berkshire Hathaway. In a November 17, 2009 letter filed with the SEC, Rose disclosed…
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24 November 08:00
REITs and SPACs, beware of vultures in shareholders’ clothing. Using attorney-drafted charter agreements in SPACs and treasury-bound REIT limitations as weapons, just this sort of thing has happened to SPACs like American Apparel and to REITs like Colony Capital and Armour…
Precedent Watch

24 November 02:00
Venture Capitalists are wooing their corporate Romeos, seeking M&A as a liquidity event for their portfolio companies. It seems to be working. Google, Windstream and Logitech have recently handed over…
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23 November 15:00
Much in the spotlight ever since executing what the Wall Street Journal called “the greatest trade ever”, hedge fund manager Paulson & Co. is making a significant investment in insurance holding company Conseco…
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23 November 14:00
The hospitality industry has been hit hard by the financial downturn, and as highlighted recently by Westlaw Business Currents, this has led to a recent pickup in financing activity. Just last week, Starwood Hotels & Resorts Worldwide…
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23 November 11:30
Lloyds TSB Group PLC, the largest retail bank in the UK, is looking to extend its success with its latest private placement debt issuance of up to $35 billion in senior and subordinated medium-term notes...
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23 November 11:00
Nortel disclosed the completion of its wireless assets to Ericsson last week, as the previously announced $1.13 billion sale of Nortel’s CDMA business and LTE access assets was recently concluded...
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23 November 11:00
Massachusetts based A123 Systems Inc responded to SEC comments dated August 3, 2009, regarding their initial public offering...
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23 November 06:00
Joint ventures in both India and China have picked up volume in recent days, despite the legal complexities that are a part of them. A veritable cacophony of companies, like Wal-Mart and Burberry in India, and GE and Tesco in China, have recently announced…
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23 November 05:30
Fundraising, deal activity and average dollars per investment are all down – not good signs for counsel acting for start-ups or VC firms. Last week, in fact, Canada’s Venture Capital & Private Equity Association (CVCA) reported that domestic VC activity…
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20 November 08:30
Linkage Technologies International Holdings Ltd. and Concord Medical Services Holdings Ltd, two companies based in the People’s Republic of Chinese (PRC), have filed for U.S. IPOs. The companies are registering…
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20 November 06:00
Lawyers, check your escrow clauses, lest they bring a Fortune 1000 company to its knees. The bankruptcy saga of LandAmerica holds great importance, from SPACs to M&A and, of course, to commercial real estate deals. Seldom have…
Precedent Watch

20 November 02:00
As if the risks of derivatives weren’t sufficiently in the spotlight in conventional finance, the Islamic finance world is now beginning to wrestle with its own set of derivatives issues. Seen by many as akin to…
Precedent Watch

19 November 08:00
FINRA has proposed to amend its trade reporting rules. The amendments affect over-the-counter (OTC) trades, by reducing the reporting requirement from 90 seconds to 30...
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19 November 08:00
After months of discussion, the SEC has finally taken official aim at so called “dark pools”. A set of recently proposed rules will limit the exemptions in which that dark pools currently operate...
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19 November 06:00
Private equity debt is restructuring, to the sounds of collateral splitting and accordions opening. Apollo is among the leaders, through portfolio companies like Realogy…
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18 November 17:15
This fall has seen a tentative recovery in credit markets – even for a casino and hotel left half-built. After filing for Chapter 11, while holding assets of an unfinished Las Vegas hotel project on its books, Fontainebleau Las Vegas LLC has received…
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18 November 16:30
DPH Holdings Corp., a Delaware corporation formerly known as Delphi Corp, received approval to cease filing of current and periodic reports under rule 12h-3 of the Securities Exchange Act of 1934....
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18 November 15:30
Last week, reinsurance company Aon Corporation entered into an amended and restated employment agreement with Gregory C. Case, its President and CEO, which modifies the…
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18 November 15:00
London based Lloyds Banking Group, Plc petitioned the SEC by way of No-Action letter earlier this month to be exempt from rule 102 of Regulation M…
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18 November 13:00
GSI Commerce Inc, a leading provider of e-commerce and marketing, has completed its $350 million acquisition of Retail Convergence Inc and SmartBargains.com, an...
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18 November 09:00
Green Mountain Coffee Roasters Inc announced the acquisition of Toronto based Timothy’s Coffees of the World from an affiliate of Sun Capital Partners for $157 million in cash…
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18 November 06:30
M&A is back, and with it, so are breakup fees. Deals from HP/3Com to Berkshire/ Burlington Northern and PE’s Millburn/Cossette deal show a striking range of fees and conditions. It’s clear from these deals that the market has absorbed some of the lessons learned from the 2008 raft…
Precedent Watch

18 November 06:00
Cedar Shopping Centers LP has amended and restated its $265 million secured revolving credit facility and is “playing the accordion”. The amended facility includes an…
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18 November 06:00
Initial public offerings and disclosures go hand in hand and IPO activity continues to be strong. Many of the issuers of the uptick are…
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17 November 15:30
Ontario based IESI-BFC and Waste Services Inc enter into merger agreement...
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17 November 15:00
The International Finance Corporation (IFC) recently dual listed a $100 million sukuk on the Nasdaq Dubai and Bahrain stock exchanges. This Islamic bond offering, the first term funding issuance of a Sukuk by…
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17 November 11:45
In a deal worth $1.7 million, California-based Mexican food chain El Pollo Loco, Inc. (EPL) purchased four restaurants located in the Atlanta, Georgia area. The units were previously owned and...
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17 November 10:00
Cadbury, the UK’s leading food products company, has rejected Kraft Foods most recent offer…
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17 November 10:00
Montreal-based Intertape Polymer Group (IPG), a plastic and paper packaging company, announced Friday that it will voluntarily delist its shares of common stock from the New York Stock Exchange…
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17 November 09:00
Horse racetrack Churchill Downs announced it has entered into voting agreements with Youbet stockholders and directors, concurrently with the agreement and plan of merger…
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17 November 06:00
Carbon assets and related trading are big issues for businesses of all sorts. Realizing this, Markit, the Montreal Climate Exchange, and the NYSE Euronext have taken early strong positions in the carbon marketplace…
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16 November 15:00
After Lear and Delphi’s emergence from bankruptcy, things continue to look up for the auto parts industry: Cooper-Standard Holdings, an automotive parts manufacturer, filed its debtor-in-possession financing agreement with the SEC...
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16 November 14:30
A minority stake purchase in Steinway Musical Instruments by Korean piano and guitar manufacturer Samick Musical Instruments was disclosed Friday. Steinway is best known for the company’s high quality grand pianos, but it...
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16 November 13:00
Cathay General Bancorp, a California-based holding company, filed a shelf offering to raise up to $200 million in a combination of common stock, preferred stock, debt, warrants and...
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16 November 06:00
IP’s chain of title is a fragile one, threatening M&A and normal operations alike. Just ask Skype and Ecko Group, both of whom have felt its sting. Making this abundantly clear is…
Precedent Watch

13 November 15:00
In connection with the issuance of $546 million in Senior Secured Transition Bonds on November 6, 2009, Entergy Texas Restoration Funding has entered into various transition agreements with…
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13 November 06:30
Going private transactions (GPTs) may be coming back in style, with the cautious blessing of the SEC. Recent GPT activity such as Harbinger/SkyTerra, TPG/CPP/IMS Health, OSG/OSG America, along with the perhaps surprising…
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12 November 15:30
Barrick Gold Corp, a Canadian gold company, will raise $1.25 billion in an exchange offer of two separate series of notes for new notes. The old notes were originally issued by...
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12 November 15:30
Independent News & Media has asked for shareholder approval for a restructuring plan which includes divestiture of South African billboard company INM Outdoor....
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12 November 13:00
Earlier this week, Limited Brands Inc, parent of Victoria’s Secret and White Barn Candle Company, executed an exchange offer of its 8.50% senior secured notes due 2019…
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12 November 11:30
Realogy Corp, parent of Century 21, Coldwell Bank and other real estate bands and owned by an affiliate of Apollo Management L.P., entered into an Intercreditor Agreement and…
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12 November 09:30
Investment bank Thomas Weisel Partners Group, Inc plans to raise $100 million in a universal shelf offering…
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12 November 06:00
IPOs are back, with their “plus one”: tightened underwriting agreements. Though companies like Dollar General, Ancestory.com, Hyatt Hotels and Calpine have all recently raised funds in the equities markets…
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11 November 13:00
Shanghai Kai Technology entered renewed their lease of a power transformer to support manufacturing through May of 2011...
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11 November 06:00
Disclosure of non-public information is getting a lot of attention lately, as corporate America remains in the hot seat over its disclosure practices. The SEC is casting a wide net and is ensnaring employees and officers at…
Precedent Watch

10 November 15:30
Lear Corporation announced in an SEC filing that it has entered into a Warrant Agreement with Mellon Investor Services LLC, a New Jersey-based LLC, as the warrant agent…
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10 November 14:00
Holding company Lincoln National filed the Purchase and Sale Agreement for its sale of Delaware Management Holdings...
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10 November 13:00
In a sign that consumer credit may be loosening just in time for the holiday shopping season, JCPenney Corporation signed an amended and restated Consumer Credit Card Program Agreement…
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10 November 13:00
Solera Holdings, an auto insurance software maker, filed the purchase agreement for AUTOonline GmbH Informationssyteme as part of a...
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10 November 13:00
Diageo Finance, a wholly-owned subsidiary of spirits group Diageo PLC, on November 3 sold $500 million in notes...
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09 November 16:45
In a look at Midmarket activity, enterprise IT systems software developer and support services provider Double-Take Software, Inc is leasing approximately 45,000 square feet of …
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06 November 07:00
With the recent November 4 passage of a referendum authorizing casino gaming in Ohio, Casino Properties development companies that like Lakes Entertainment are not…
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05 November 17:00
Goldman Sachs may be re-dubbed "Governance Sachs" now that supermajority voting has been given the thumbs down, and enhanced shareholder rights the "thumbs up" at…
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05 November 15:00
Investors snapped up the shares of Hyatt Hotels Corp in their debut on Thursday, enticed by the company's strong balance sheet and prospects for a robust rebound in the lodging industry in…
Reuters News

29 October 15:00
In the latest bank recapitalization, West Coast Bancorp has entered into investment agreements to raise $155 million from 20 separate investors. This move follows a cease…
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29 October 12:00
Brazil chalks up yet another large deal, this time with the acquisition by Votorantim Celulose e Papel S.A. (VCP) of Aracruz Celulose. The deal was structured as a restructuring under Brazilian law...
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28 October 16:00
Elan Finance Public Limited Company, an Irish public limited liability company, and Elan Finance Corp., a Delaware corporation, as co-issuers, entered into an indenture with BNY Corporate Trustee Services Limited…
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28 October 10:00
In an update to yet another IPO, Maryland Real Estate Investment Trust Aviv REIT is still finalizing its $200.5 million IPO and piggyback offering...
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27 October 17:15
Outspoken activist investor Nelson Peltz is set to join the board of asset manager Legg Mason. Peltz’s Trian Partners and affiliates own 4.3% of…
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27 October 12:40
GVI Security Solutions, Inc., a provider of video security surveillance, recently announced that it has entered into a definitive agreement to be acquired and taken private by…
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27 October 07:00
Delaware, meet your match. Companies from Capmark Financial to China Pediatric Pharmaceuticals have been all over the news lately. For reasons having nothing to do with…
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