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.
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
Tuesday, Dec. 1, 2009
| 9:00 | Introduction and Opening Remarks |
DLA Piper LLP (US)
| WHERE DO SMALL-CAPS GO NOW? |
|---|
| 9:10 | The 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)
| 9:45 | Financing 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.
| 11:00 | Liquidity 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
| 1:00 | Keynote 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
| 3:05 | Here 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
| 4:15 | Ethical 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
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).
W. Michael Hutchings, Program Co-Chair, 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.
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, is a partner at DLA Piper LLP (US) where he concentrates in structuring and negotiating a wide range of financing transactions, acquisitions, and strategic alliances. He has managed hundreds of private equity financings for issuers and investors and served as lead counsel on over thirty public offerings.
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 is a partner at K&L Gates LLP, where he practices corporate law, focusing on mergers, acquisitions and reorganizations, financings and complex strategic relationships.
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, Co-Founder of MacKenzie Partners, Inc., is responsible for developing and implementing strategies and campaigns for clients involved in proxy contests, tender offers, mergers, financial restructurings and other complex corporate transactions.
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. He has acted as counsel to a number of major publicly traded and privately held companies in the Pacific Northwest. Mr. Morgan has extensive experience as regular outside securities counsel for Nordstrom, Inc., Cutter and Buck Inc., ImageX, Inc. and N2H2, Inc.
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 is an Associate Professor of Law at Seattle University School of Law. He maintains a private practice as a consulting expert in legal malpractice and professional responsibility.
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.
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
| Single Registration |
$595.00 |
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| 2 or more (each) |
$570.00 |
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| Government Employee |
$495.00 |
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| Non-Profit / NGO |
$495.00 |
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| New Associate |
$460.00 |
| |
| Paralegal |
$460.00 |
| |
| Student |
$397.00 |
| |
| Printed Course Materials |
$179.00 |
| |
| DVD Homestudy |
$605.00 |
| |
| CD Homestudy |
$605.00 |
| |
| Downloadable Course Materials |
$179.00 |
| |
| On Demand (All Sessions) |
$595.00 |
| |
| On Demand Session 1 |
$75.00 |
| |
| On Demand Session 2 |
$100.00 |
| |
| On Demand Session 3 |
$100.00 |
| |
| On Demand Session 4 |
$75.00 |
| |
| On Demand Session 5 |
$90.00 |
| |
| On Demand Session 6 |
$115.00 |
| |
| On Demand Session 7 |
$100.00 |
| |
Fee Description
Cancellation Policy
We will refund your tuition less a $50 cancellation charge if we receive your cancellation by 11/25/2009.
| This seminar is being held at: |
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| Washington State Convention Center |
|
800 Convention Place
Seattle, WA 98101
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| Phone: 206-694-5000 |
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Please call the facility for directions/questions.
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Get directions to seminar location.
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Download brochure to get a printable version of all seminar information.
Register now.
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