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In Case You Missed It: Launch Links - January, 2017 #2

Some interesting links we found across the web this week: Securing Your Series A Round in 2017: Five Things to Do Now - Series A deals declined in 2016, but you can still beat the odds with the right planning and...more

Disclaimers effective to protect issuer from liability to secondary market investor – importance of basis or "duty-negating"...

The Court of Appeal in Taberna Europe CDO II plc v Selskabet (formerly Roksilde Bank A/S) (In Bankruptcy) [2016] EWCA Civ 1262 overturned a ruling against the issuer of subordinated notes who, at first instance, was found to...more

In Conversation with Norm B Coleman

1. Despite dire predictions about how his election might affect investor confidence, the U.S. stock market is surging.  Still, global markets see Trump as an uncertainty. What does a Trump presidency mean for businesses...more

Top FINRA Priorities for 2017

On January 4, FINRA released its Annual Regulatory and Examination Priorities Letter, which outlines the areas it plans to review over the coming year.  FINRA President and CEO, Robert Cook, says that attention to these core...more

The Only Color in Gambling is Green—Why Staking is a Security

The Securities Act of 1933’s catchall for defining a security is the “investment contract.” The landmark case, SEC v Howey, explained that “an investment contract for the purposes of the Securities Act means a contract,...more

FINRA Issues 2017 Examination Priorities Letter

Introduction - Consistent with prior practice, with the arrival of the new year, FINRA has published its key examination priorities. As in prior years, the letter covers a broad array of topics. This year’s topics...more

Healthcare & Life Sciences Private Equity Deal Tracker: BelHealth Acquires Care Advantage

BelHealth Investment Partners has announced the acquisition of Care Advantage. BelHealth, based in New York, is a healthcare private equity firm focused on lower middle-market companies. The firm typically invests $20-50...more

Don’t Miss These 2017 J.P. Morgan Healthcare Conference Events in San Francisco

If your work involves life sciences dealmaking, you know it’s the time of year to start firming up your plans for the week of the J.P. Morgan Healthcare Conference. In the last 10 years, the second week of January in San...more

Blog: Why we Expect Private Equity to Invest More in Tech in 2017

With all the analysis on domestic and international political events and their potential impact on M&A trends, it’s easy to miss that 2016 represented the continuation of a meaningful paradigm shift in private equity. With...more

Leading Private Equity Firms That Invest in Healthcare (Part IV)

This column is the final segment of a multi-part series published in 2016 highlighting some of the more active private equity investors in the healthcare and life science space. These investors are primarily funds that focus...more

My 2017 Crowdfunding Wish List

2016 brought with it many developments in the crowdfunding industry, most notably the introduction of the long-awaited Title III crowdfunding rules. While admittedly not all crowdfunding legislation passed this year was as...more

Regulation Crowdfunding: A Six-Month Update

It has been almost seven months since issuers across the country began raising money through Regulation Crowdfunding (“Reg CF”), which went into effect on May 16, 2016. In the six months since Reg CF went into effect, 160...more

TechConnect - Your Law Firm Link to Industry News - December 2016

Letter from the Editors - Dear Readers, Our client, Benji Cohen, was running an Energy Markets Division at Macquarie when he had a lightbulb moment. Everywhere he looked valuation models were being put together in...more

Investing in Small Businesses Through SBA’s SBIC Program

We work with many firms that have or would like to invest in small businesses. One of the biggest issues for an investor in a small business is the potential that the investment will create an affiliation between the investor...more

"The New UK Corporate Offence of 'Failure to Prevent the Facilitation of Tax Evasion': Implications for Fund Managers and...

The U.K. government expands its crackdown on tax evaders and the persons who assist them, by targeting businesses who fail to prevent tax evasion....more

FINRA Investor Education Foundation Announces Investor Survey Results

On December 13, 2016, the FINRA Investor Education Foundation published Investors in the United States 2016 (the “Report”), which includes the results of its investor survey of 2,000 individuals from across the United States...more

Mergers & Acquisitions: Trends to Watch in 2017

Canadian M&A activity rose once again in 2016, surpassing a record-breaking 2015 to become the most active year in Canadian deal-making history. In terms of deal value, 2016 will be second only to the peak of 2007....more

ICYMI: Energy & Environmental News Roundup

Oil & Gas - Bureau of Land Management Accepts Bids for Oil & Gas Leases in Wayne National Park - On Tuesday, December 13, 2016, the federal Bureau of Land Management (BLM) began accepting bids for oil and gas leases...more

Blog: Audit Committee Oversight Of The New Revenue Recognition Standard: Center For Audit Quality Comes To The Rescue

As discussed in this PubCo post, the SEC’s Office of the Chief Accountant has continued to beat the drums to encourage companies and their audit committees to hunker down and address the impending effectiveness in 2018 of the...more

Healthcare & Life Sciences Private Equity Deal Tracker: Bain Capital Acquires Epic Health Services From Webster Capital

Epic Health Services has announced it will be acquired by Bain Capital Private Equity from Webster Capital. Epic Health Services, headquartered in Dallas, is a provider of pediatric skilled nursing, therapy,...more

New Guidelines to Help Foreign Investors Navigate National Security Rules under the Investment Canada Act

On December 19, 2016, the federal government released new guidelines on national security reviews under the Investment Canada Act (ICA). The guidelines are part of a new transparency initiative intended to encourage foreign...more

7 Securities Law and Regulatory Changes Likely to be Considered During the Trump Administration

On November 8, 2016, political power in United States shifted in an unexpected and unprecedented way. As of January 20, 2017, Republicans will hold the White House and both Houses of Congress. President-elect Donald Trump...more

The Management Rights Letter…What Does it Do and Should I Sign it?

In the world of venture capital investment, there certainly is no shortage of paperwork and documentation to accompany every financing. Term sheets, stock purchase agreements, convertible notes, stockholders agreements and...more

Healthcare & Life Sciences Private Equity Deal Tracker: Linden and DW Healthcare Partners Acquire Edge Systems

Linden Capital Partners and DW Healthcare Partners have announced the joint acquisition of Edge Systems. Edge, based in Signal Hill, Cali., is a developer of equipment and consumable products for non-invasive aesthetic...more

KISSing SAFEly or SAFEly KISSing: The New Financing Instruments for Startups

As the startup community continues to expand around the country, there is an ever-growing need to understand different ways that a company can structure early stage financing so that it can be equipped to discuss with its...more

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