Fourth Quarter 2012


We are pleased to make available to you our quarterly update on dealmaking market trends and legal developments for Fourth Quarter 2012.

In our quarterly update materials, we share the key trends in:

  • venture capital and emerging growth investing (overall investment decreased on a quarterly basis by 25% - software remained robust while investment in consumer products and services increased 232% over Q3 levels)
  • venture capital fundraising (dollar commitments increased by 10% compared to 2011, with the top 5 venture capital funds accounting for 55% of total fundraising for Q4, on par with Q3)
  • private equity (deal flow increased compared to Q3, making it the second highest quarterly total in the last four years)
  • capital markets and initial public offerings (Q4 2012 saw an increase in volume in the IPO market compared to Q3, but there was an 11% decrease in venture-backed IPO activity from 2011)
  • mergers and acquisitions (2012 M&A deal size by value has remained consistent with 2011 but 2012 M&A deals by volume continue to be concentrated)

In addition to sharing our observations on the key trends in each of these areas, we summarize significant legal developments that impacted them, including:

  • updates on the Jumpstart Our Business Startups Act, including updates on draft registration statements for emerging growth companies
  • potential SEC action against Netflix for violation in connection with social media
  • updates to NASDAQ and NYSE rules
  • challenges to the SEC’s new conflict minerals rules
  • new guidance released by the Department of Justice and the SEC regarding the Foreign Corrupt Practices Act.
  • NASDAQ and NYSE listing standards relating to independence of compensation committees
  • Summaries of the ISS and Glass Lewis 2013 proxy guidelines

To view and print our quarterly update materials, please click below:

Fourth Quarter Update
Third Quarter Update
Second Quarter Update 
First Quarter Update

Fourth Quarter Update 
Third Quarter Update 
Second Quarter Update 
First Quarter Update

For more information about the latest developments in corporate and securities law, please visit our blog at:

We hope you find this information useful and would be happy to answer any questions you might have regarding the update.


Louis Lehot and Kevin Rooney


DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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