Top Top
The Seminar Group
Raising the Bar of Continuing Legal Education

The Seminar Newsletter

Upcoming Seminars Homestudy Courses General Information

Corporate & Securities Law Insights

December 1, 2009 -- Seattle, WA

Overview

Agenda

Faculty

Credits

Fees

Location

Brochure

Register
Corporate & Securities Law Insights

Overview

This year’s Corporate & Securities Law Insights brings together a top-notch faculty of attorneys (private practice and GCs), investment bankers, venture capitalists and academics. This group will explore the plight of smaller public companies and their financing, growth and liquidity alternatives in a world of ever-increasing regulation, a new “Speed CLE” panel addressing 10 critical corporate and securities law developments, the many new proxy season developments that you and your clients will have to understand, and the ethical complexities of alternative fee arrangements.

Thank you to the Seminar Sponsor Puget Sound Venture Club.


Want to promote your company by becoming a Sponsor of this seminar?
Call The Seminar Group at 800-574-4852 for more information.



Seminar Sponsor:



What will be covered:
Keynote Address: Kellye Y. Testy, Dean, Univ. of Washington School of Law
The Plight of Small Public Companies in Today’s Financial and Regulatory Environment
Financing and Growth Opportunities for Small Public Companies
Liquidity and Exit Opportunities for Small Public Companies
Federal Preemption/Regulation of State Corporations Law
“Speed CLE”: 2009 in Review
Here Comes the Proxy Season!
Ethical Considerations: Alternative Fee Arrangements on Business Law Matters

Who Should Attend:
Attorneys - Corporate & Securities
In-House Counsel of Publicly-Traded and Private Corporations
Venture Capitalists, Private Equity Investors and Investment Bankers
General Practice Attorneys Interested in Corporate Law Developments
Legislators, Regulators and Government Investment Personnel







Agenda

top Top
Tuesday, Dec. 1, 2009
9:00Introduction and Opening Remarks
DLA Piper LLP (US)


WHERE DO SMALL-CAPS GO NOW?


9:10The Plight of Small Public Companies in Today’s Financial and Regulatory Environment
The Difficult Situation in which Small Public Companies Find Themselves; Major Causes of Their Plight; Unlikely Prospects for Regulatory or Legislative Relief; Inadequacy of many Traditional Methods
DLA Piper LLP (US)
9:45Financing and Growth Opportunities for Small Public Companies
How Do Small Public Companies Raise the Capital they need to Grow? PIPEs, ATM Offerings, Registered Direct Offerings, Rights Offerings, SPACs, Raising Equity on Foreign Exchanges, Domestic and Foreign Equity Investors, Non-Dilutive Financing Sources, Roll-Ups; Is the IPO Market Coming Back to Life? For Which Early Stage Companies Might an IPO Make Sense?
Technology Investment Bkg.,
RBC Capital Markets
Maveron LLC
Perkins Coie LLP
Seattle Genetics Inc.
10:45Break
11:00Liquidity and Exit Opportunities for Small Public Companies
Improving or Achieving Liquidity for Shareholders of Small Public Companies: Strategic M&A, Sponsored Going Private Transactions, Shrinking Business Via Partial Sale of Assets, Reverse Splits and Cashouts, Redemptions Followed by Going Dark, Liquidations; Pressure from Shareholders for Such Transactions
DLA Piper LLP (US)
Cooley Godward Kronish LLP
RBC Capital Markets
Foster School of Business,
University of Washington
Silver Lake Partners
12:00Lunch (on your own)
1:00Keynote Address: Federal Preemption/ Regulation of State Corporations Law
The Trend Toward SEC and Congressional Regulation of Matters Traditionally Left to State Corporations Laws; Why is Federal Involvement Necessary or Desirable? Are There Natural Limits on How Far Federalization Might Go? What is the Continuing Importance of State-by-State Statutory Variations?
School of Law,
University of Washington
1:45“Speed CLE”: 2009 in Review
Developments in the Past Year as to: Fiduciary Duties; M&A Deal Terms; Affiliate Privilege; Corporate and Securities Litigation; Executive Prosecutions; Lawyer Liability; Investor Protection Reforms; Regulation FD Practice; Corporate Risk Management
Lane Powell PC
Davis Wright Tremaine LLP
DLA Piper LLP (US)
Danielson Harrigan Leyh & Tollefson LLP
2:50Break
3:05Here Comes the Proxy Season!
Overview of 2010 Proxy Season; New Proxy Access Rules; DGCL Proxy Access Amendments; Executive Compensation Disclosure and Other Regulatory Changes for 2010; Elimination of Broker Discretionary Voting; Likely Shareholder Proposals, How to Deal with Them; Objectives of Shareholder Activists in 2010 and Beyond
K&L Gates LLP
Avista Corporation
MacKenzie Partners, Inc.
M&A and Proxy Fight Research,
Risk Metrics Group
4:15Ethical Considerations: Alternative Fee Arrangements on Business Law Matters
As Law Firms Change Their Business Models in the New Economy, What Do Inside and Outside Counsel Need to Know about Ethical Considerations and Pitfalls?
School of Law,
Seattle University
5:15Concluding Remarks






Faculty

top Top

Mark F. Hoffman, PS, Program Co-Chair, is an Associate General Counsel, M&A and Investments at Amazon.com. He was previously at DLA Piper LLP (US).

David F. McShea, Program Co-Chair, is a partner at Perkins Coie LLP. His practice focuses on the representation of start-up and high growth technology companies, public companies, venture capital firms and private investment firms. In more than 15 years of practice, he has handled numerous significant transactions.

John M. Steel, PS, Program Co-Chair, a partner at DLA Piper LLP (US), concentrates in structuring and negotiating financing transactions, acquisitions, and strategic alliances. He has managed hundreds of private equity financings for issuers and investors.

Bruce T. Bjerke, a partner with Davis Wright Tremaine LLP, counsels clients in the acquisition or sale of companies. He has also represented hotels, franchisors, franchisees and management companies in acquisitions, financings and business agreements.

C. Kent Carlson, a partner at K&L Gates LLP, focuses on mergers, acquisitions and reorganizations, financings and strategic relationships He has served as general counsel for national and regional companies in their acquisitions and sales.

Jeffrey B. Coopersmith, a partner at DLA Piper LLP (US), represents clients in white collar criminal matters, related civil, administrative, and regulatory matters; internal corporate investigations, and commercial litigation matters.

Louis L.R. Draper is a Managing Director with RBC Capital Markets in the Technology Investment Banking Group. He is focused on working with enterprise software, internet security/ infrastructure and communication software companies.

Marian M. Durkin, Senior Vice President, General Counsel and Chief Compliance Officer for Avista Corporation, provides counsel and guidance to the firm’s Board of directors and officers on legal matters relevant to the company and its subsidiaries.

Sonya F. Erickson is a partner with Cooley Godward Kronish LLP in the Emerging Companies and Life Sciences practice groups, represents emerging growth companies, established technology businesses and venture capital funds.

Amy J. Errett joined Maveron LLC as a partner in 2008. She has more than 25 years of business and operating expertise as an entrepreneur, senior executive and social mission visionary.

Peter F. Gant is a Managing Director with RBC Capital Markets in the firm’s Technology Mergers and Acquisitions Group. Prior to joining RBC, he worked for 6 years at Forell/Elsesser Engineers, Inc. as a Project Engineer/ Manager.

Mark H. Harnett, President and Co-Founder of MacKenzie Partners, Inc., develops and implements strategies for proxy contests, tender offers, mergers and financial restructurings. He has over 20 years experience in the industry.

W. Michael Hutchings, a partner with DLA Piper LLP (US), is the regional leader of the firm’s Corporate & Securities and Mergers & Acquisitions practice groups and the national editor of the firm’s Mergers & Acquisitions Newsletter.

Jennifer L. Koski, PhD, an Associate Professor of Finance at the Michael G. Foster School of Business at the University of Washington. She specializes in teaching Market Microstructure and Corporate Finance.

Timothy G. Leyh Managing Partner of Danielson Harrigan Leyh & Tollefson LLP, specializes in environmental insurance coverage, class action defense, securities and business torts.

Michael E. Morgan, a shareholder with Lane Powell, PC, has over 30 years experience and represents both buyers and sellers of businesses in negotiated and hostile transactions.

Kyle T. Ryland, a Managing Director with Silver Lake Partners, joined the firm in 2007 from Shah Capital Partners. He focuses on the firm’s middle market strategy and has in-depth experience with financings, mergers and acquisitions in the technology sector.

Kirk D. Schumacher, General Counsel for Seattle Genetics, Inc., has participated in negotiation and completion of multiple corporate alliances and technology collaborations. Previously, he was with Venture Law Group and Riddell Williams PS.

John A. Strait, Associate Professor of Law at Seattle University School of Law has taught, researched, and written in the field of professional responsibility and legal malpractice since 1976 and maintains a private practice as a consulting expert.

Dean Kellye Y. Testy Keynote Speaker, the first woman to join the distinguished group of permanent law school Deans at the University of Washington, is a prolific scholar, outstanding teacher, and experienced Dean, she came to the University in 2009.

Christopher L. Young is the Director of the M&A and Proxy Fight Research unit at RiskMetrics Group. He provides analyses and recoomendations for high-profile and contentious mergers and proxy fights.







Credits

top Top

This seminar is approved for the following credits

Washington State Bar Association
5.5 General & 1.0 Ethics CLE Credits

If this seminar has not been approved for the credits you require, let us know and we will look into it for you.

Information on Continuing Education Credits







Fees

top Top
Single Registration $595.00
 
2 or more (each) $570.00
 
Government Employee $495.00
 
Non-Profit / NGO $495.00
 
New Associate $460.00
 
Paralegal $460.00
 
Student $397.00
 
Printed Course Materials $179.00
 
DVD Homestudy $605.00
 
CD Homestudy $605.00
 

Fee Description

Cancellation Policy

We will refund your tuition less a $50 cancellation charge if we receive your cancellation by 11/25/2009.







Location

top Top
This seminar is being held at:
 
Washington State Convention & Trade Center
800 Convention Place
Seattle, WA 98101
Phone: 206-694-5000
 
Please call the facility for directions/questions.
Get directions to seminar location.






Brochure

top Top

Download brochure to get a printable version of all seminar information.







Register

top Top

Register now.

Click here for more information regarding registration.


















Upcoming Seminars | Homestudy Courses | General Information | Privacy Policy

P.O. Box 523, 18305 Vashon Hwy SW, Vashon, WA 98070
Phone: 800-574-4852 Fax: 866-435-3444 info@theseminargroup.net

© Copyright 2005 - 2009 The Seminar Group.