Hit the ground running: from high yield bond to IPO

by White & Case LLP
Contact

White & Case LLP

Leveraging transactional synergies to establish a foundation for success.

The state of the market

Bringing a private company to market takes time and commitment from the executive team, as well as extensive expertise from advisors to satisfy all the legal, regulatory and marketing requirements involved. But rather than approaching an IPO from a standing start, many companies are already further down the road than they realise.

The work involved in issuing a high yield bond has significant synergies with the steps businesses take to prepare for listing on a public market. High yield bond issuers have already done much of the groundwork needed to get to IPO, from collating financial statements to communicating with potential investors.

In recent years, a number of companies have leveraged high yield bond issuances in connection with their IPOs. One example is Italian gaming company Gamenet Group, which listed on the STAR Segment of the Milan Stock Exchange in December 2017. The IPO raised US$72 million and valued the company at approximately US$270 million. Gamenet is a sophisticated user of the international financial markets, having previously issued two high yield bonds with an aggregate principal amount of €400 million. White & Case has advised the company on both debt and equity issuances.

German renewable energy company Senvion listed on the Frankfurt Stock Exchange in March 2016, having issued a €400 million green high yield bond in 2015. White & Case advised the underwriters on the transactions and went on to work with the syndicate on a €1.35 billion refinancing transaction for the company in 2017.

Despite the overlap between high yield bonds and IPOs, few companies overall have taken advantage of these synergies. Since 2012, 438 European companies have gone public with IPOs that have raised more than €75 million. Of those, only 9 percent had previously issued a high yield bond, according to the latest data from Debtwire.


View full image

In France, the ratio is a little higher, with 43 percent of those bringing their company to list on Euronext Paris since 2012 having previously been high yield bond issuers.

In that same period in Germany, 13 percent of IPO issuers had previously issued high yield bonds, with most of these listing on the Boerse Frankfurt Stock Exchange— the exception being Orion Engineered Carbons SA, which listed on the New York Stock Exchange.

The United Kingdom has the most companies that have gone from high yield to IPO, with ten companies having made the leap since 2012—though that only represents 9 percent of the 112 companies that have listed.

According to data from Debtwire, the peak in this move from high yield bond to IPO came in 2015 when, of the 77 companies that listed on public markets, 13—or 17 percent—had previously issued high yield bonds.

However, by the mid-point of 2018, just two high yield bond issuers had brought their company to one of the region's public markets, making up 5 percent of the year-to-date IPOs.

But with 2017 marking a strong year for high yield bonds with 136 issued in Europe, there are more companies in a position to consider using the work they have already done to advance to an IPO. And that pipeline could be greater in 2018: By the end of July, 62 high yield bonds had been issued, valued at €25 billion (getting close to the €36 billion value of the 70 high yield bonds issued in Europe for the whole of 2016).

Equally, the IPO market has come back to life. In Europe, some €21.8 billion were raised through 168 IPOs in the first half of 2018, including 36 IPOs that were worth more than €100 million.

The Central and Eastern Europe story

This isn't just a Western European story: Poland and Russia have been the busiest IPO markets in the CEE/CIS region, with 11 and 16 IPOs, respectively, valued at more than €65 million (out of a total of 43 CEE/CIS listings since 2012). Of those, nine had previously issued high yield bonds. For example, Play Communications, a Polish telecommunications company, listed on the Warsaw Stock Exchange in July 2017, raising €1 billion, which valued the company at approximately €4 billion. Play previously issued several high yield bonds amounting to approximately €2 billion. White & Case advised the company on both debt and equity issuances.

Case Study: Amigo Loans

UK consumer loans business Amigo Loans represents the ideal example of how an issuer is able to capitalise on its high yield bond issuance in connection with an IPO. In January 2017, Amigo issued its debut high yield bond, followed by bond tap issuances in May and September 2017. Through the marketing of its bonds and its ongoing quarterly reporting, Amigo was able to become proficient in building rapport and visibility with an investor base. Amigo went on to complete an IPO and premium listing on the London Stock Exchange in July 2018.

During its IPO preparations, it was able to significantly leverage its existing bond disclosure for its prospectus, and utilise its existing virtual data room for the diligence exercise. In addition, Amigo engaged the same lead advisors, including White & Case as issuer's counsel, which provided for a fluid process as a result of the existing relationships with management and deep knowledge of the business.

Regarding the process synergies, Amigo Loans CEO Glen Crawford said, "Our high yield bond issuances established the foundation for our successful IPO, and facilitated a smooth and straightforward preparatory process."

Key figures: At a glance

According to data from Debtwire (including IPOs worth more than €75 million in Western Europe, the Nordics and Greece), 41 European companies that have issued high yield bonds since 2012 have subsequently launched an IPO.

Volume of European IPOs worth more than €75 million issued since 2012


View full image

Companies that have issued a high yield bond and gone on to list on public markets since 2012


View full image

Synergies: How high yield bond preparation feeds into IPO groundwork

How similar are preparations for a high yield bond and those involved in an IPO? More than you may expect. With consideration, diligence and the right counsel, many businesses may discover they are only a few steps away from going public.

Our high yield bond issuances established the foundation for our successful IPO, and facilitated a smooth and straightforward preparatory process

Disclosure

Many of the principal sections of a high yield bond offering memorandum (risk factors, business, management's discussion and analysis and industry) are a good base of disclosure which can be used for an equity offering document.

As almost all high yield bonds are done to a "Rule 144A" disclosure standard, the original offering memorandum provides a significant amount of information in a readily usable form for the listing process. In addition, given ongoing reporting obligations in the high yield bond covenant package, even if some time has passed since the issuer's high yield bond offering, a substantial amount of the business and financial disclosure can be easily updated with pre-existing materials.

While some time will need to be spent focusing on the key equity messages for the transaction (equity investors prefer a growth story, compared to bond investors who seek evidence of strong cash flows to service debt), many of the more legal sections can be quickly tailored and updated for the equity deal by legal counsel. The chart below shows the overlap between the disclosure in a typical high yield offering memorandum and a typical initial public offering prospectus.

Financial statements

Given the typical Rule 144A standard of disclosure for high yield bonds, issuers will have already pulled together consolidated financials (including, if relevant, pro forma financials for recent acquisitions or other major transactions) for required recent periods. Even if the listing jurisdiction requires financial statements in a different form (for example, an audit for the most recent interim period, preparation under a different accounting standard or additional periods), much of the base accounting work can still be leveraged.

Due diligence

The due diligence process for an equity offering should not differ materially from a bond offering. This means that the due diligence framework for the original high yield bond prepared to a Rule 144A standard will in most cases still apply, and it should be an update exercise rather than a complete renewal of the process. This offers significant process and cost efficiencies. Even if this just means reinstating a data room from the original deal, this is meaningfully less procedural work than for the original transaction.

Public company actions

By issuing a high yield bond, a company has begun to act like a public company. The company has disclosed its financial statements, corporate, shareholder and management structure, and provides updates to the market in relation to material events, including quarterly results. Both through the reporting covenant and the fact that the majority of high yield bonds are listed, disclosure obligations continue through the life of the bond.

Although those obligations generally fall short of the requirements of a company with publicly listed equity, these initial steps nevertheless provide a platform to develop good practices, which an equity listing can take to the next level.

In addition, particularly after the introduction of the Market Abuse Regulations and their application to certain common listing venues for high yield bonds, high yield bond issuers have become more familiar with the concept of inside information, and the requirement to ensure the correct information flow both internally and externally.

These information flow systems and controls will need to be enhanced prior to an IPO, particularly given the likelihood of directors and officers owning equity (versus the far less likely scenario of them holding bonds), but the initial development of the relevant systems and controls following a high yield bond creates corporate discipline that can be built upon.


View full image

Bond covenants

While often an IPO works as a deleveraging event (especially for high yield bond issuers), the typical high yield issuance is structured to survive an IPO—and, in fact, the high yield bonds can play an important ongoing role in the capital structure of the newly public company. Many high yield bond transactions are designed to provide for a future IPO, with certain deals including provisions for debt push-down, security release and other mechanisms to facilitate a qualifying IPO. This is balanced against the protections expected by high yield bond investors, in particular, their preference for a single point of enforcement (i.e., a share pledge over the group entity, effectively regrouping all of the assets of the group) in the unlikely event that the bondholders or other creditors would need to take future actions against the company pursuing the IPO.

In connection with, and following  an IPO, certain bond covenants and other provisions are implicated and may be used by the newly public company going forward. While these do vary from deal to deal, the following are often included in the bond terms:

  • Equity-claw—ability to call up to a specified percentage of the bonds (35/40 percent) at par plus coupon during the non-call period of the bonds. This opportunity to deleverage during the non-call period may be used to de-lever a company to its target post-IPO leverage if not achieved pre-IPO
  • Restricted payments—the restricted payments covenant restricts the payment of dividends and stock repurchases, both of which may be relevant to a company post-IPO. There is often a post-IPO restricted payment carve-out, permitting the payment of dividends in an annual amount equal to a specified percentage of the IPO proceeds and/or (subject to meeting a specified leverage ratio) a percentage of the market capitalization. In addition, depending on the use of the IPO proceeds, it may be possible to increase restricted payment capacity within the bond restricted group via capital contributions
  • Change of control—in a typical high yield transaction, an IPO would not trigger a change of control, which would have required the company to make an offer to noteholders to repurchase their bonds at 101 percent. Given that most high yield bond change of control covenants work on a negative hold basis (no one person will own more than 50 percent of the equity), an IPO typically does not trigger this
  • Reporting—high yield bond issuers that are considering an IPO should include flexibility in their reporting covenant, allowing them to report at the IPO entity level, and complying with listed company reporting requirements rather than the bond reporting requirements
  • Change in GAAP—most high yield covenants include the ability to make a one-time election to change accounting standards used in the preparation of the issuer's financial statements— i.e., from UK GAAP to IFRS or from IFRS to US GAAP—which provides flexibility to comply with listing regime requirements

A high yield bond issuer considering a listing should ensure its high yield bond documentation allows for the flexibility for the proposed IPO.

A two-way street: IPO to high yield bond

Although this article describes synergies in connection with undertaking an IPO following a high yield offering, the same synergies work as effectively when the two transactions are undertaken in the reverse order or even simultaneously. Many high yield issuers continue to issue bonds following an IPO. The high level of ongoing disclosure required by most listing jurisdictions in connection with listed equity means that issuers have a continuously updated base of information to leverage in connection with securities offerings. In addition, publicly listed equity typically provides an increase in an issuer's ratings.

A recent example of an issuer that has taken full advantage of the cross-transactional synergies is Europcar. After completing a number of complex high yield bond transactions over the course of approximately eight years, in 2015 Europcar completed its IPO on Euronext Paris raising €898 million, while simultaneously completing a €475 million high yield bond offering. Since its IPO, Europcar has gone on to complete several more high yield bond offerings, initially leveraging its IPO prospectus, and then its ongoing required reporting disclosure. The further offerings include a tap offering in 2016, a simultaneous dual high yield notes offering in 2017 and a further tap offering in 2018. White & Case represented the bank syndicates on the 2015 IPO and bond offering, and each of the additional high yield bond offerings since 2015. 

Taking those final few steps to an IPO

While the above preparatory work is helpful, there are some additional steps required for the equity listing process.

High yield bond issuers are some of the best-placed companies to consider an IPO.  Much of the preparation and reporting  required by regulators to list on a public  exchange has already been completed or  can be achieved with minor adjustment.

Pre-deal structuring

One of the main differences between a high yield bond and an IPO is that the company's equity structure is not a key consideration in connection with a high yield bond (other than for purposes of disclosure and ratings), however, equity structuring is critical to the IPO process.

Whether for a traditional corporate issuer or a sponsor portfolio company, identifying (and in some cases creating) the right IPO vehicle, organising the existing equity (and in some cases shareholder debt) and understanding future requirements for management incentive plans and similar arrangements are important workstreams that will need to be independently evaluated with the assistance of accounting, business and legal advisors.

In the unlikely event that a bondholder consent may be required to complete the IPO, that needs to be identified early in the process and integrated into the timeline.

Jurisdiction-specific considerations

The corporate and securities laws of the listing jurisdiction, along with the listing rules for the particular exchange, will each need to be taken into consideration by an issuer when selecting a listing venue. Each jurisdiction has different requirements that govern both the initial listing process itself and ongoing obligations as a public company.

For instance, although significant accommodations are in place for foreign private issuers listing in the US, there are still a number of specific corporate governance and ongoing reporting requirements that will need to be met, including under the Sarbanes-Oxley Act. Similarly, the UK has regulations including the City Code on Takeovers and Mergers and the UK Corporate Governance Code to which a UK public company must adhere. Jurisdiction-specific regulations may require the establishment of additional corporate governance and public reporting infrastructure. Legal counsel can guide an issuer through the establishment and maintenance of these internal processes in line with the relevant statutory principles.

Financial statements

Depending on the listing venue, financial statement requirements may vary from what was required in connection with the high yield bond process. For example, a premium listing on the London Stock Exchange requires that an IPO candidate have both year end and semiannual audited financial statements. Confirming financial statement requirements as early as possible in the process is key to ensuring a company can complete its IPO within its planned time frame, and these requirements can be anticipated during the high yield transaction.

Reporting

Following an IPO, a company will be subject to the ongoing reporting requirements of the relevant jurisdiction and stock exchange where it is listed. In terms of content, these requirements may be more onerous that those which the company is currently subject to in connection with its high yield bonds. However, many exchanges require only semi-annual reporting, whereas high yield bond covenants generally require quarterly reporting.

In most cases, the bond reporting requirements will continue to apply as a separate obligation, but the ongoing reporting requirements for the company's publicly listed equity can be adapted to ensure that they also meet reporting requirements under the bonds.

Certain high yield bond transactions have included specified provisions to address this point, including permitting a change in the reporting entity, or allowing the reports of the equity listed company in lieu of the of the relevant high yield bond issuer or applicable parent guarantor.

Often bondholders will insist on maintaining quarterly reporting under the bond even if the equity reporting regime is semi-annual. This needs to be taken into account when formulating the issuer's investor relations strategy and planning its financial calendar.

Conclusion

High yield bond issuers are some of the best-placed companies to consider an IPO. Much of the preparation and reporting required by regulators to list on a public exchange has already been completed or can be achieved with minor adjustment. Equally, being publicly listed is not a barrier to issuing a high yield bond. Whatever the order of the transactions, the synergies are the same.

Click here to download PDF.

[View source.]

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.

© White & Case LLP | Attorney Advertising

Written by:

White & Case LLP
Contact
more
less

White & Case LLP on:

Readers' Choice 2017
Reporters on Deadline

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
Custom Email Digest
- hide

JD Supra Privacy Policy

Updated: May 25, 2018:

JD Supra is a legal publishing service that connects experts and their content with broader audiences of professionals, journalists and associations.

This Privacy Policy describes how JD Supra, LLC ("JD Supra" or "we," "us," or "our") collects, uses and shares personal data collected from visitors to our website (located at www.jdsupra.com) (our "Website") who view only publicly-available content as well as subscribers to our services (such as our email digests or author tools)(our "Services"). By using our Website and registering for one of our Services, you are agreeing to the terms of this Privacy Policy.

Please note that if you subscribe to one of our Services, you can make choices about how we collect, use and share your information through our Privacy Center under the "My Account" dashboard (available if you are logged into your JD Supra account).

Collection of Information

Registration Information. When you register with JD Supra for our Website and Services, either as an author or as a subscriber, you will be asked to provide identifying information to create your JD Supra account ("Registration Data"), such as your:

  • Email
  • First Name
  • Last Name
  • Company Name
  • Company Industry
  • Title
  • Country

Other Information: We also collect other information you may voluntarily provide. This may include content you provide for publication. We may also receive your communications with others through our Website and Services (such as contacting an author through our Website) or communications directly with us (such as through email, feedback or other forms or social media). If you are a subscribed user, we will also collect your user preferences, such as the types of articles you would like to read.

Information from third parties (such as, from your employer or LinkedIn): We may also receive information about you from third party sources. For example, your employer may provide your information to us, such as in connection with an article submitted by your employer for publication. If you choose to use LinkedIn to subscribe to our Website and Services, we also collect information related to your LinkedIn account and profile.

Your interactions with our Website and Services: As is true of most websites, we gather certain information automatically. This information includes IP addresses, browser type, Internet service provider (ISP), referring/exit pages, operating system, date/time stamp and clickstream data. We use this information to analyze trends, to administer the Website and our Services, to improve the content and performance of our Website and Services, and to track users' movements around the site. We may also link this automatically-collected data to personal information, for example, to inform authors about who has read their articles. Some of this data is collected through information sent by your web browser. We also use cookies and other tracking technologies to collect this information. To learn more about cookies and other tracking technologies that JD Supra may use on our Website and Services please see our "Cookies Guide" page.

How do we use this information?

We use the information and data we collect principally in order to provide our Website and Services. More specifically, we may use your personal information to:

  • Operate our Website and Services and publish content;
  • Distribute content to you in accordance with your preferences as well as to provide other notifications to you (for example, updates about our policies and terms);
  • Measure readership and usage of the Website and Services;
  • Communicate with you regarding your questions and requests;
  • Authenticate users and to provide for the safety and security of our Website and Services;
  • Conduct research and similar activities to improve our Website and Services; and
  • Comply with our legal and regulatory responsibilities and to enforce our rights.

How is your information shared?

  • Content and other public information (such as an author profile) is shared on our Website and Services, including via email digests and social media feeds, and is accessible to the general public.
  • If you choose to use our Website and Services to communicate directly with a company or individual, such communication may be shared accordingly.
  • Readership information is provided to publishing law firms and authors of content to give them insight into their readership and to help them to improve their content.
  • Our Website may offer you the opportunity to share information through our Website, such as through Facebook's "Like" or Twitter's "Tweet" button. We offer this functionality to help generate interest in our Website and content and to permit you to recommend content to your contacts. You should be aware that sharing through such functionality may result in information being collected by the applicable social media network and possibly being made publicly available (for example, through a search engine). Any such information collection would be subject to such third party social media network's privacy policy.
  • Your information may also be shared to parties who support our business, such as professional advisors as well as web-hosting providers, analytics providers and other information technology providers.
  • Any court, governmental authority, law enforcement agency or other third party where we believe disclosure is necessary to comply with a legal or regulatory obligation, or otherwise to protect our rights, the rights of any third party or individuals' personal safety, or to detect, prevent, or otherwise address fraud, security or safety issues.
  • To our affiliated entities and in connection with the sale, assignment or other transfer of our company or our business.

How We Protect Your Information

JD Supra takes reasonable and appropriate precautions to insure that user information is protected from loss, misuse and unauthorized access, disclosure, alteration and destruction. We restrict access to user information to those individuals who reasonably need access to perform their job functions, such as our third party email service, customer service personnel and technical staff. You should keep in mind that no Internet transmission is ever 100% secure or error-free. Where you use log-in credentials (usernames, passwords) on our Website, please remember that it is your responsibility to safeguard them. If you believe that your log-in credentials have been compromised, please contact us at privacy@jdsupra.com.

Children's Information

Our Website and Services are not directed at children under the age of 16 and we do not knowingly collect personal information from children under the age of 16 through our Website and/or Services. If you have reason to believe that a child under the age of 16 has provided personal information to us, please contact us, and we will endeavor to delete that information from our databases.

Links to Other Websites

Our Website and Services may contain links to other websites. The operators of such other websites may collect information about you, including through cookies or other technologies. If you are using our Website or Services and click a link to another site, you will leave our Website and this Policy will not apply to your use of and activity on those other sites. We encourage you to read the legal notices posted on those sites, including their privacy policies. We are not responsible for the data collection and use practices of such other sites. This Policy applies solely to the information collected in connection with your use of our Website and Services and does not apply to any practices conducted offline or in connection with any other websites.

Information for EU and Swiss Residents

JD Supra's principal place of business is in the United States. By subscribing to our website, you expressly consent to your information being processed in the United States.

  • Our Legal Basis for Processing: Generally, we rely on our legitimate interests in order to process your personal information. For example, we rely on this legal ground if we use your personal information to manage your Registration Data and administer our relationship with you; to deliver our Website and Services; understand and improve our Website and Services; report reader analytics to our authors; to personalize your experience on our Website and Services; and where necessary to protect or defend our or another's rights or property, or to detect, prevent, or otherwise address fraud, security, safety or privacy issues. Please see Article 6(1)(f) of the E.U. General Data Protection Regulation ("GDPR") In addition, there may be other situations where other grounds for processing may exist, such as where processing is a result of legal requirements (GDPR Article 6(1)(c)) or for reasons of public interest (GDPR Article 6(1)(e)). Please see the "Your Rights" section of this Privacy Policy immediately below for more information about how you may request that we limit or refrain from processing your personal information.
  • Your Rights
    • Right of Access/Portability: You can ask to review details about the information we hold about you and how that information has been used and disclosed. Note that we may request to verify your identification before fulfilling your request. You can also request that your personal information is provided to you in a commonly used electronic format so that you can share it with other organizations.
    • Right to Correct Information: You may ask that we make corrections to any information we hold, if you believe such correction to be necessary.
    • Right to Restrict Our Processing or Erasure of Information: You also have the right in certain circumstances to ask us to restrict processing of your personal information or to erase your personal information. Where you have consented to our use of your personal information, you can withdraw your consent at any time.

You can make a request to exercise any of these rights by emailing us at privacy@jdsupra.com or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

You can also manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard.

We will make all practical efforts to respect your wishes. There may be times, however, where we are not able to fulfill your request, for example, if applicable law prohibits our compliance. Please note that JD Supra does not use "automatic decision making" or "profiling" as those terms are defined in the GDPR.

  • Timeframe for retaining your personal information: We will retain your personal information in a form that identifies you only for as long as it serves the purpose(s) for which it was initially collected as stated in this Privacy Policy, or subsequently authorized. We may continue processing your personal information for longer periods, but only for the time and to the extent such processing reasonably serves the purposes of archiving in the public interest, journalism, literature and art, scientific or historical research and statistical analysis, and subject to the protection of this Privacy Policy. For example, if you are an author, your personal information may continue to be published in connection with your article indefinitely. When we have no ongoing legitimate business need to process your personal information, we will either delete or anonymize it, or, if this is not possible (for example, because your personal information has been stored in backup archives), then we will securely store your personal information and isolate it from any further processing until deletion is possible.
  • Onward Transfer to Third Parties: As noted in the "How We Share Your Data" Section above, JD Supra may share your information with third parties. When JD Supra discloses your personal information to third parties, we have ensured that such third parties have either certified under the EU-U.S. or Swiss Privacy Shield Framework and will process all personal data received from EU member states/Switzerland in reliance on the applicable Privacy Shield Framework or that they have been subjected to strict contractual provisions in their contract with us to guarantee an adequate level of data protection for your data.

California Privacy Rights

Pursuant to Section 1798.83 of the California Civil Code, our customers who are California residents have the right to request certain information regarding our disclosure of personal information to third parties for their direct marketing purposes.

You can make a request for this information by emailing us at privacy@jdsupra.com or by writing to us at:

Privacy Officer
JD Supra, LLC
10 Liberty Ship Way, Suite 300
Sausalito, California 94965

Some browsers have incorporated a Do Not Track (DNT) feature. These features, when turned on, send a signal that you prefer that the website you are visiting not collect and use data regarding your online searching and browsing activities. As there is not yet a common understanding on how to interpret the DNT signal, we currently do not respond to DNT signals on our site.

Access/Correct/Update/Delete Personal Information

For non-EU/Swiss residents, if you would like to know what personal information we have about you, you can send an e-mail to privacy@jdsupra.com. We will be in contact with you (by mail or otherwise) to verify your identity and provide you the information you request. We will respond within 30 days to your request for access to your personal information. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why. If you would like to correct or update your personal information, you can manage your profile and subscriptions through our Privacy Center under the "My Account" dashboard. If you would like to delete your account or remove your information from our Website and Services, send an e-mail to privacy@jdsupra.com.

Changes in Our Privacy Policy

We reserve the right to change this Privacy Policy at any time. Please refer to the date at the top of this page to determine when this Policy was last revised. Any changes to our Privacy Policy will become effective upon posting of the revised policy on the Website. By continuing to use our Website and Services following such changes, you will be deemed to have agreed to such changes.

Contacting JD Supra

If you have any questions about this Privacy Policy, the practices of this site, your dealings with our Website or Services, or if you would like to change any of the information you have provided to us, please contact us at: privacy@jdsupra.com.

JD Supra Cookie Guide

As with many websites, JD Supra's website (located at www.jdsupra.com) (our "Website") and our services (such as our email article digests)(our "Services") use a standard technology called a "cookie" and other similar technologies (such as, pixels and web beacons), which are small data files that are transferred to your computer when you use our Website and Services. These technologies automatically identify your browser whenever you interact with our Website and Services.

How We Use Cookies and Other Tracking Technologies

We use cookies and other tracking technologies to:

  1. Improve the user experience on our Website and Services;
  2. Store the authorization token that users receive when they login to the private areas of our Website. This token is specific to a user's login session and requires a valid username and password to obtain. It is required to access the user's profile information, subscriptions, and analytics;
  3. Track anonymous site usage; and
  4. Permit connectivity with social media networks to permit content sharing.

There are different types of cookies and other technologies used our Website, notably:

  • "Session cookies" - These cookies only last as long as your online session, and disappear from your computer or device when you close your browser (like Internet Explorer, Google Chrome or Safari).
  • "Persistent cookies" - These cookies stay on your computer or device after your browser has been closed and last for a time specified in the cookie. We use persistent cookies when we need to know who you are for more than one browsing session. For example, we use them to remember your preferences for the next time you visit.
  • "Web Beacons/Pixels" - Some of our web pages and emails may also contain small electronic images known as web beacons, clear GIFs or single-pixel GIFs. These images are placed on a web page or email and typically work in conjunction with cookies to collect data. We use these images to identify our users and user behavior, such as counting the number of users who have visited a web page or acted upon one of our email digests.

JD Supra Cookies. We place our own cookies on your computer to track certain information about you while you are using our Website and Services. For example, we place a session cookie on your computer each time you visit our Website. We use these cookies to allow you to log-in to your subscriber account. In addition, through these cookies we are able to collect information about how you use the Website, including what browser you may be using, your IP address, and the URL address you came from upon visiting our Website and the URL you next visit (even if those URLs are not on our Website). We also utilize email web beacons to monitor whether our emails are being delivered and read. We also use these tools to help deliver reader analytics to our authors to give them insight into their readership and help them to improve their content, so that it is most useful for our users.

Analytics/Performance Cookies. JD Supra also uses the following analytic tools to help us analyze the performance of our Website and Services as well as how visitors use our Website and Services:

  • HubSpot - For more information about HubSpot cookies, please visit legal.hubspot.com/privacy-policy.
  • New Relic - For more information on New Relic cookies, please visit www.newrelic.com/privacy.
  • Google Analytics - For more information on Google Analytics cookies, visit www.google.com/policies. To opt-out of being tracked by Google Analytics across all websites visit http://tools.google.com/dlpage/gaoptout. This will allow you to download and install a Google Analytics cookie-free web browser.

Facebook, Twitter and other Social Network Cookies. Our content pages allow you to share content appearing on our Website and Services to your social media accounts through the "Like," "Tweet," or similar buttons displayed on such pages. To accomplish this Service, we embed code that such third party social networks provide and that we do not control. These buttons know that you are logged in to your social network account and therefore such social networks could also know that you are viewing the JD Supra Website.

Controlling and Deleting Cookies

If you would like to change how a browser uses cookies, including blocking or deleting cookies from the JD Supra Website and Services you can do so by changing the settings in your web browser. To control cookies, most browsers allow you to either accept or reject all cookies, only accept certain types of cookies, or prompt you every time a site wishes to save a cookie. It's also easy to delete cookies that are already saved on your device by a browser.

The processes for controlling and deleting cookies vary depending on which browser you use. To find out how to do so with a particular browser, you can use your browser's "Help" function or alternatively, you can visit http://www.aboutcookies.org which explains, step-by-step, how to control and delete cookies in most browsers.

Updates to This Policy

We may update this cookie policy and our Privacy Policy from time-to-time, particularly as technology changes. You can always check this page for the latest version. We may also notify you of changes to our privacy policy by email.

Contacting JD Supra

If you have any questions about how we use cookies and other tracking technologies, please contact us at: privacy@jdsupra.com.

- hide

This website uses cookies to improve user experience, track anonymous site usage, store authorization tokens and permit sharing on social media networks. By continuing to browse this website you accept the use of cookies. Click here to read more about how we use cookies.