Lawyer Experience and IPO Pricing *

Size: px
Start display at page:

Download "Lawyer Experience and IPO Pricing *"

Transcription

1 Lawyer Experience and IPO Pricing * Royce de R. Barondes Assistant Professor Department of Finance E.J. Ourso College of Business Administration 2165 CEBA Louisiana State University Baton Rouge, LA research@legal-environment.com (225) and Gary C. Sanger Professor and Associate Dean E.J. Ourso College of Business Administration 3304 CEBA Louisiana State University Baton Rouge, LA sanger@lsu.edu (225) May 4, 2000 * We wish to thank Alex Butler and, especially, Kelley Pace for comments and suggestions and David Beard for research assistance.

2 1 Lawyer Experience and IPO Pricing ABSTRACT We examine the level of experience of law firms participating in IPOs and the impact of law firm experience on IPO pricing. We find a statistically significant, negative relationship between market share of the law firm representing the investment banks and IPO price. In general, the relationship between legal counsel to the issuer and IPO price is of the same sign but not statistically significant, at customary levels, in all model specifications. We also find regional variations; there is a statistically significant, negative relationship between price and the participation of New York City underwriters lawyers. This evidence is consistent with more practiced legal counsel requiring more negative disclosure in prospectuses.

3 Lawyer Experience and IPO Pricing 2 1. Introduction Numerous pieces have examined a curious aspect of the IPO process an average, significant abnormal short-term return available to those who purchase stock sold in an IPO at the IPO price, called underpricing in the literature. Various theoretical explanations for this phenomenon have been proposed (e.g., Benveniste and Spindt, 1989; Booth and Smith, 1986; Rock, 1986; Tinic, 1988). Empirical literature examines the relationship between underpricing and measures of reputation of the managing underwriters. The literature generally finds greater managing underwriter reputation is associated with decreased underpricing (Carter and Manaster, 1990; Megginson and Weiss, 1991; Carter et al., 1998). However, Beatty and Welch (1996) find the opposite relationship in a more recent period, particularly in offerings of smaller firms, in results that are consistent with those of Cooney et al. (1999). The literature also examines the relationship between measures of auditor reputation and various aspects of IPO stock price. Beatty (1989) finds support for the hypothesis that hiring a nationally known auditor is related to less underpricing. Beatty (1993) also investigates the relationship between auditor compensation and underpricing, finding a negative relationship. Stock sold in an IPO typically is not priced until the day before the offering begins, although Securities and Exchange Commission (SEC) rules discussed below require a preliminary prospectus used before the offering is priced disclose a bona fide estimate of the price expected to be charged. The difference between the estimated price and the realized price has received only modest attention. Consistent with the theory of Benveniste and Spindt

4 Lawyer Experience and IPO Pricing 3 (1989), Hanley (1993, p. 242) finds the percentage change in price from the estimate to the actual price is positively associated with underpricing. Cooney et al. (1999, p. 18) find a statistically significant greater percent change in offerings managed by investment banks they classify as high reputation, relative to offerings managed by banks they classify as low reputation. Logue et al. (1999, p. 18) find IPO underpricing is more pronounced in IPOs that are priced above the estimated price range. We examine the relationship between changes in IPO price from the original estimates to the final offer prices for purposes of investigating the role in an IPO of legal counsel and, in particular, whether more skillful lawyers produce more complete, i.e., more negative, disclosure and, as a consequence, are associated with a decrease in the price realized by the issuer. Prior empirical literature has examined selected legal aspects of IPOs. Tinic (1988) argues IPOs are typically underpriced as insurance against future legal liability, and finds support from increased underpricing after the passage of the Securities Act of Beatty et al. (1998) show a negative relationship exists between investment bank IPO market share and the public announcement of an investigation by the SEC of the investment bank. Most comparable to this study is Beatty and Welch (1996). Those authors, examining IPOs over the period , find no general statistically significant relationship between lawyer market share and underpricing, although they find some support for a positive relationship in IPOs of old, large firms. They also find the compensation of the issuer s counsel is associated with a statistically significant decrease in underpricing in IPOs of young, small firms. They analyze this relationship as indicating [e]ither law services help

5 Lawyer Experience and IPO Pricing 4 the issuer in negotiations, or they provide quality assurance to the underwriter (Beatty and Welch, 1996, p. 596). Beatty and Welch (1996, p. 590) further hypothesize, [C]ompetent lawyers, themselves insulated from legal liability, might allow an issuer to be more aggressive in the prospectus. 1 We investigate whether more practiced counsel are more aggressive in requiring adverse disclosure and, consequently, their participation is associated with a decrease in price realized. The advantages of our formulation of the test addressing the change in price realized, as opposed to aftermarket performance are as follows: A review of underpricing for purposes of our investigation would at least in part depend on a potential second-order effect on the extent to which lawyers perform their jobs. The estimated price formed at the beginning of the IPO process in an offering should reflect the amount of underpricing necessary to sell that stock given the level of risk evident to the participants before diligence has been done. Lawyers can require adverse disclosure in an IPO prospectus that indicates the issuer is worth less without implying an investment in the firm s stock has more risk. Disclosure merely implying a decreased value of the firm would not directly affect 1 The legal conclusion that lawyers are insulated from liability under Federal securities laws is suspect. A panel of the U.S. Court of Appeals for the Third Circuit, in a controversial opinion, recently held lawyers who are authors or co-authors of disclosure actionable under Rule 10b-5 (Securities and Exchange Commission, 1999, sec b-5) will be treated as primary violators of Rule 10b-5 and therefore can be held liable under that rule, even where those lawyers are not named in the disclosure, as long as the other elements of the cause of action are met. Klein v. Boyd, Nos and (3d Cir. Feb. 12, 1998), vacated on grant of reh g, 1998 U.S. App. LEXIS 4121 (Mar. 9, 1998). Beatty and Welch s assertion was even more suspect during three quarters of the period included in their data set, which was prior to the Supreme Court s holding in Central Bank of Denver, N.A. v. First Interstate Bank of Denver, N.A., 511 U.S. 164 (1994), that a private plaintiff may not maintain an action under section 10(b) against one who merely aided or abetted a violation of that section. There was some authority, prior to Central Bank, directly holding lawyers who recklessly draft misleading disclosure in a securities offering can be held liable under Rule 10b-5 for aiding and abetting a violation of that Rule (Andreo v. Friedlander, Gaines, Cohen, Rosenthal & Rosenberg, 660 F. Supp (D. Conn. 1987)).

6 Lawyer Experience and IPO Pricing 5 the required underpricing, although there could be a second-order effect arising from the partial adjustment phenomenon, examined by Hanley (1993). Our investigation also expands on the current literature in more technical ways. First, previous studies have evidently examined only the issuer s counsel. 2 The underwriters are also represented by counsel, who also perform extensive due diligence prior to an IPO. This omission is significant for two reasons. Market share data for law firms based solely on those who represent the issuers is misleading; it devalues those firms that have institutional relationships with investment banks and therefore frequently participate in IPO representation but do so on behalf of the underwriters. For example, the average annual market shares of Cravath, Swaine & Moore; Davis, Polk & Wardwell; and Sullivan & Cromwell three of the most prestigious securities firms as issuer s counsel in our sample are 1.52%, 1.60% and 1.19%, respectively, compared to 6.75%, 6.07% and 8.96% respective average annual market shares as underwriters counsel. Moreover, underwriters counsel may be less inhibited by its client relationship in requiring negative disclosure be included in the prospectus. Thus, sole reference to issuer s counsel may miss significant relationships. Second, we control for the geographic location of counsel, as anecdotal evidence suggests norms of legal practice vary across communities. 3 We find a statistically significant, negative relationship between market share of the law firm representing the lead manager and the offering price. Consistent with the notion 2 Beatty and Welch (1996) do not explicitly mention the underwriters counsel. Moreover, certain data they use, legal fees, is not available for underwriters counsel it is not required to be disclosed publicly. 3 Hazard (1981, p. 193) describes differing levels of vigor in negotiation as follows: At one extreme lies the rural God-fearing standard, so exacting and tedious that it often excludes the use of lawyers. At the other extreme stands New York hardball, now played in most larger cities using the wall-to-wall indenture for a playing surface.

7 Lawyer Experience and IPO Pricing 28 Table 2 Factors Associated with a Change in IPO Price from Estimated Price Results of OLS regressions. Panel A: Sample of 4,367 IPOs in 1985 to 1998, inclusive. Panel B: Alternative model specifications addressing robustness of results for IPOs in 1985 to 1998, inclusive. Panel C: Subsample of 2,936 IPOs in , inclusive. In all panels, below parameter estimates, in parentheses, are t-statistics (computed using White (1980) heteroskedasticity-corrected standard errors). Dependent variable for each regression is offer price per share. Omitted from reproduced results are parameter estimates and t-statistics for dummy variables, which were included in each regression, reflecting year of issuance and various SIC code ranges. Share prices used to compute estimated coefficients and t-statistics are deflated with the GDP implicit price deflator (1997=100). Significance at 1%, 5% and 10% levels (two-tailed) identified by ***, ** and *, respectively. Panel A: 4,367 IPOs from 1985 through 1998 Independent Variable Model 1 Model 2 Model 3 Model 4 Intercept ( )*** ( )*** ( )*** ( )*** Estimated Offer Price ( )*** ( )*** ( )*** ( )*** Log Size (U.S.) ( )*** ( )*** ( )*** ( )*** Gross Spread (%) ( )*** ( )*** ( )*** ( )*** Retain (%) (9.9522)*** (9.9734)*** (9.4566)*** ( )*** Log (Secondary (%) + 1) (7.5922)*** Log (Underwriter Rank (%) + 1) ( ) ( ) ( ) ( ) Log (Issuer Lawyer Rank (%) + 1) ( ) ( ) ( )*** ( )* Log (Underwriter Lawyer Rank (%) + 1) ( )*** ( )*** ( )*** ( )*** General Counsel Dummy ( ) ( ) ( ) Sonsini Dummy (6.1154)*** (5.5530)*** Adjusted R

8 Lawyer Experience and IPO Pricing 29 Panel B: IPOs from 1985 through 1998 Alternative Model Formulations Alternative models confirming robustness of results for the period , inclusive. The first model incorporates percentage market share independent variables (as opposed to natural log of percentage market share). The second model is limited to IPOs in the sample in which the estimated price first listed in a preliminary prospectus is a range (i.e., not a single value). The third model is limited to IPOs in which the offer price, in nominal dollars, is at least $1.00. Independent Variable All 4,367 IPOs 3,769 IPOs Where Estimated Price Expressed as a Range 4,344 IPOs with Offer Price at Least $1 (nominal dollars) Intercept ( )*** ( )*** ( )*** Estimated Offer Price ( )*** ( )*** ( )*** Log Size (U.S.) ( )*** ( )*** ( )*** Gross Spread (%) ( )*** ( )*** ( )*** Retain (%) ( )*** ( )*** ( )*** Log (Secondary (%) + 1) (7.6029)*** (7.4568)*** (7.6179)*** Log (Underwriter Rank (%) + 1) ( ) ( ) Log (Issuer Lawyer Rank (%) + 1) ( )** ( )* Log (Underwriter Lawyer Rank (%) + 1) ( )*** ( )*** Underwriter Rank (%) (1.3792) Issuer Lawyer Rank (%) ( )** Underwriter Lawyer Rank (%) ( )*** General Counsel Dummy ( ) ( ) ( ) Sonsini Dummy (5.5210)*** (5.2312)*** (5.5506)*** Adjusted R

9 Lawyer Experience and IPO Pricing 30 Panel C: 2,936 IPOs in Regressions incorporating variables reflecting the locations of the lawyers. Independent Variable Intercept ( )*** ( )*** Estimated Offer Price ( )*** ( )*** Log Size (U.S.) ( )*** ( )*** Gross Spread (%) ( )*** ( )*** Retain (%) ( )*** ( )*** Log (Secondary (%) + 1) (5.2142)*** (5.1582)*** Log (Underwriter Rank (%) + 1) ( ) ( ) Log (Issuer Lawyer Rank (%) + 1) ( ) ( )** Log (Underwriter Lawyer Rank (%) + 1) ( )** ( )** Issuer Lawyer Boston (2.0147)** (2.1728)** Issuer Lawyer Chicago (0.0173) (0.0606) Issuer Lawyer Los Angeles (0.1487) (0.1972) Issuer Lawyer New York City ( )* ( ) Issuer Lawyer San Francisco Area (3.0741)*** (1.9436)* Underwriter Lawyer Boston (0.7403) (0.8083) Underwriter Lawyer Chicago ( ) ( ) Underwriter Lawyer Los Angeles ( ) ( ) Underwriter Lawyer New York City ( )*** ( )*** Underwriter Lawyer San Francisco Area (1.4446) (0.5274) General Counsel (0.1234) Sonsini (3.0702)*** Adjusted R

10 Lawyer Experience and IPO Pricing 31 Table 3 Determinants of the Filing of a Lawsuit Alleging Violation of Securities Laws IPOs Probit model estimates of likelihood of the filing of a lawsuit alleging violation of securities laws, where the dependent variable is equal to one if a lawsuit was filed and zero otherwise. Below each estimate, in parentheses, is the p-value (1%, 5% and 10% levels identified by ***, ** and *, respectively). Results are presented for IPOs in the period 1992 through 1998, inclusive. Ninety-five of the IPOs were subjects of securities lawsuits. Not reproduced are estimated coefficients and p-values for dummy variables reflecting the year of the IPO and various two-digit primary SIC codes. Independent Variable Intercept (0.0001)*** Offer Price (per share) (0.3586) Estimated Offer Price (per share) (0.8124) Log Size (U.S.) (0.0942)* Gross Spread (%) (0.0036)*** Retain (%) (0.8775) Log (Secondary (%) + 1) (0.2606) Log (Underwriter Rank (%) + 1) (0.7392) Log (Issuer Lawyer Rank (%) + 1) (0.9100) Log (Underwriter Lawyer Rank (%) + 1) (0.6264) Issuer Lawyer Boston (0.4101) Issuer Lawyer Chicago (0.6419) Issuer Lawyer Los Angeles (0.1431) Issuer Lawyer New York City (0.4336) Issuer Lawyer San Francisco Area (0.1027) Underwriter Lawyer Boston (0.5656) Underwriter Lawyer Chicago (0.7211) Underwriter Lawyer Los Angeles (0.9820)

11 Underwriter Lawyer New York City (0.0435)** Underwriter Lawyer San Francisco Area (0.5117) Log (Risk Proxy) (0.0001)*** General Counsel (0.9997) Sonsini (0.5014) Likelihood Ratio Statistic (0.0000) Pseudo-R Lawyer Experience and IPO Pricing 32

ISSUER S LEGAL COUNSEL IN THE INITIAL PUBLIC OFFERING: IMPACT OF EXPERTISE

ISSUER S LEGAL COUNSEL IN THE INITIAL PUBLIC OFFERING: IMPACT OF EXPERTISE ISSUER S LEGAL COUNSEL IN THE INITIAL PUBLIC OFFERING: IMPACT OF EXPERTISE Jørgen Alexander Lisøy Thesis Supervisor: Jens Martin Master thesis Master International Finance University of Amsterdam, Amsterdam

More information

Executive stock options and IPO underpricing $

Executive stock options and IPO underpricing $ Journal of Financial Economics 85 (2007) 39 65 www.elsevier.com/locate/jfec Executive stock options and IPO underpricing $ Michelle Lowry a,, Kevin J. Murphy b a Smeal College of Business, Penn State University,

More information

Institutional Trading, Brokerage Commissions, and Information Production around Stock Splits

Institutional Trading, Brokerage Commissions, and Information Production around Stock Splits Institutional Trading, Brokerage Commissions, and Information Production around Stock Splits Thomas J. Chemmanur Boston College Gang Hu Babson College Jiekun Huang Boston College First Version: September

More information

Why Double Exit Firms Switch Investment Banks in Mergers and Acquisitions?

Why Double Exit Firms Switch Investment Banks in Mergers and Acquisitions? International Review of Business Research Papers Vol. 8. No.2. March 2012. Pp. 132-143 Why Double Exit Firms Switch Investment Banks in Mergers and Acquisitions? Cathy Xuying Cao * and Joyce Qian Wang

More information

Case 3:08-cv-00920-JAP-JJH Document 1 Filed 02/20/2008 Page 1 of 13 UNITED STATES DISTRICT COURT DISTRICT OF NEW JERSEY ) ) ) ) ) ) ) ) ) ) ) ) ) )

Case 3:08-cv-00920-JAP-JJH Document 1 Filed 02/20/2008 Page 1 of 13 UNITED STATES DISTRICT COURT DISTRICT OF NEW JERSEY ) ) ) ) ) ) ) ) ) ) ) ) ) ) Case 3:08-cv-00920-JAP-JJH Document 1 Filed 02/20/2008 Page 1 of 13 Laurence M. Rosen, Esq. THE ROSEN LAW FIRM, P.A. 236 Tillou Road South Orange, NJ 07079 Telephone: (973 313-1887 Fax: (973 833-0399 lrosen@rosenlegal.com

More information

Xiaoding Liu and Jay R. Ritter December 20, 2010

Xiaoding Liu and Jay R. Ritter December 20, 2010 Xiaoding Liu and Jay R. Ritter December 20, 2010 Local Underwriter Oligopolies and IPO Underpricing Internet Appendix Figure IA-1 Gross Spread Distribution for Moderate Size IPOs The sample consists of

More information

The Role of IPO Underwriting Syndicates: Pricing, Information Production, and Underwriter Competition

The Role of IPO Underwriting Syndicates: Pricing, Information Production, and Underwriter Competition The Role of IPO Underwriting Syndicates: Pricing, Information Production, and Underwriter Competition SHANE A. CORWIN AND PAUL SCHULTZ Journal of Finance 60(1), February 2005, 443-486. This is an electronic

More information

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 8750 / November 8, 2006 UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 54720 / November 8, 2006 INVESTMENT

More information

Private Securities Fraud Claims Under Section 10(b) Based on False or Misleading Statements

Private Securities Fraud Claims Under Section 10(b) Based on False or Misleading Statements Private Securities Fraud Claims Under Section 10(b) Based on False or Misleading Statements U.S. Supreme Court Holds that Private Actions May Be Brought Only Against Parties With Ultimate Authority Over

More information

A Guide to the Initial Public Offering Process

A Guide to the Initial Public Offering Process A Guide to the Initial Public Offering Process Katrina Ellis (kle3@cornel.edu) Roni Michaely (rm34@cornell.edu) and Maureen O Hara (mo19@cornell.edu) January 1999 *All Authors are from Cornell University,

More information

Chapter 14. Understanding Financial Contracts. Learning Objectives. Introduction

Chapter 14. Understanding Financial Contracts. Learning Objectives. Introduction Chapter 14 Understanding Financial Contracts Learning Objectives Differentiate among the different mechanisms of external financing of firms Explain why mechanisms of external financing depend upon firm

More information

SEC Approves Amendments to FINRA Communications Rules

SEC Approves Amendments to FINRA Communications Rules CLIENT MEMORANDUM SEC Approves Amendments to FINRA s Rules April 18, 2012 The Securities and Exchange Commission has approved a significant overhaul of FINRA s rules governing members communications with

More information

The JOBS Act: Implications for Broker-Dealers

The JOBS Act: Implications for Broker-Dealers CLIENT MEMORANDUM March 28, 2012 The JOBS Act: Implications for Broker-Dealers On March 27, 2012, the House of Representatives passed the Jumpstart Our Business Startups Act (the JOBS Act ), in the same

More information

UNITED STATES DISTRICT COURT DISTRICT OF NEW HAMPSHIRE

UNITED STATES DISTRICT COURT DISTRICT OF NEW HAMPSHIRE UNITED STATES DISTRICT COURT DISTRICT OF NEW HAMPSHIRE ) SECURITIES AND EXCHANGE ) COMMISSION, ) ) Plaintiff, ) ) v. ) Case No. Civil-04-475 ) MAURICE L. AREL, ) ) Defendant. ) ) COMPLAINT Plaintiff Securities

More information

The Pricing of Initial Public Offerings: Tests of Adverse- Selection and Signaling Theories

The Pricing of Initial Public Offerings: Tests of Adverse- Selection and Signaling Theories The Pricing of Initial Public Offerings: Tests of Adverse- Selection and Signaling Theories Roni Michaely Cornell University Wayne H. Shaw University of Colorado at Boulder We test the empirical implications

More information

Negative Assurance in Securities Offerings (2008 Revision)

Negative Assurance in Securities Offerings (2008 Revision) Negative Assurance in Securities Offerings (2008 Revision) Report of the Subcommittee on Securities Law Opinions, Committee on Federal Regulation of Securities, ABA Section of Business Law INTRODUCTION

More information

Capital Gains Taxes and IPO Underpricing

Capital Gains Taxes and IPO Underpricing Capital Gains Taxes and IPO Underpricing Katrina Ellis University of California, Davis (530) 754-8407 Klellis@ucdavis.edu Oliver Zhen Li University of Notre Dame (574) 631-9469 oli@nd.edu John R. Robinson

More information

MATECH CORP. FORM S-8. (Securities Registration: Employee Benefit Plan) Filed 05/23/08

MATECH CORP. FORM S-8. (Securities Registration: Employee Benefit Plan) Filed 05/23/08 MATECH CORP. FORM S-8 (Securities Registration: Employee Benefit Plan) Filed 05/23/08 Address 11661 SAN VICENTE BOULEVARD SUITE 707 LOS ANGELES, CA 90049 Telephone 3102085589 CIK 0001036668 SIC Code Industry

More information

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 9812 / June 18, 2015 UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 75206 / June 18, 2015 ADMINISTRATIVE

More information

Letters for Underwriters and Certain Other Requesting Parties

Letters for Underwriters and Certain Other Requesting Parties Letters for Underwriters 2341 AU Section 634 Letters for Underwriters and Certain Other Requesting Parties (Supersedes SAS No. 49.) Source: SAS No. 72; SAS No. 76; SAS No. 86. See section 9634 for interpretations

More information

Working Paper INITIAL PUBLIC OFFERINGS AND PRE-IPO SHAREHOLDERS: ANGELS VERSUS VENTURE CAPITALISTS WILLIAM C JOHNSON

Working Paper INITIAL PUBLIC OFFERINGS AND PRE-IPO SHAREHOLDERS: ANGELS VERSUS VENTURE CAPITALISTS WILLIAM C JOHNSON Working Paper INITIAL PUBLIC OFFERINGS AND PRE-IPO SHAREHOLDERS: ANGELS VERSUS VENTURE CAPITALISTS WILLIAM C JOHNSON Sawyer Business School, Suffolk University, 8 Ashburton Place Boston, MA 02108, United

More information

FREQUENTLY ASKED QUESTIONS ABOUT RULE 10B 5-1 PLANS

FREQUENTLY ASKED QUESTIONS ABOUT RULE 10B 5-1 PLANS FREQUENTLY ASKED QUESTIONS ABOUT RULE 10B 5-1 PLANS The Regulations What is Rule 10b-5? Rule 10b-5 of the Securities Exchange Act of 1934 makes it illegal for any person to make an untrue statement of

More information

Royce de Rohan Barondes Associate Professor 325 Hulston Hall

Royce de Rohan Barondes Associate Professor 325 Hulston Hall Royce de Rohan Barondes Associate Professor 325 Hulston Hall University of Missouri-Columbia School of Law Columbia, MO 65211 (573) 882-1109 EDUCATION 1982-1985 University of Virginia, School of Law, Charlottesville,

More information

Investment Advisory Agreement

Investment Advisory Agreement Investment Advisory Agreement Whereas ("Client") hereby appoints Fried Asset Management, Inc. ("Adviser") as investment adviser to manage the investment and reinvestment of the cash and securities in the

More information

IPO Lockup Arrangements and Trading by Insiders

IPO Lockup Arrangements and Trading by Insiders IPO Lockup Arrangements and Trading by Insiders Hafiz Hoque * and Meziane Lasfer Cass Business School, 106 Bunhill Row, London, EC1Y 8TZ, U.K. Abstract: We document that the average lockup of 365 days

More information

Evidence on the strategic allocation of initial public offerings. Kathleen Weiss Hanley, William J. Wilhelm, Jr.*,

Evidence on the strategic allocation of initial public offerings. Kathleen Weiss Hanley, William J. Wilhelm, Jr.*, ELSEVZER Journal of Financial Economics 37 (1995) 2399257 ECONOMICS Evidence on the strategic allocation of initial public offerings Kathleen Weiss Hanley, William J. Wilhelm, Jr.*, University of Maryland,

More information

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION

UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 8852 / September 28, 2007 ADMINISTRATIVE PROCEEDING File No. 3-12850 In the Matter of Anchor National

More information

BMA ADVISORS, LLC Investment Advisory Agreement

BMA ADVISORS, LLC Investment Advisory Agreement BMA ADVISORS, LLC Investment Advisory Agreement 608 Silver Spur Road, Suite 100, Rolling Hills Estates, CA 90274 This agreement describes the relationship between BMA Advisors, LLC (hereinafter BMA ) and

More information

THE ASSOCIATION OF THE BAR OF THE CITY OF NEW YORK COMMITTEE ON PROFESSIONAL AND JUDICIAL ETHICS FORMAL OPINION 2009-6 AGGREGATE SETTLEMENTS

THE ASSOCIATION OF THE BAR OF THE CITY OF NEW YORK COMMITTEE ON PROFESSIONAL AND JUDICIAL ETHICS FORMAL OPINION 2009-6 AGGREGATE SETTLEMENTS THE ASSOCIATION OF THE BAR OF THE CITY OF NEW YORK COMMITTEE ON PROFESSIONAL AND JUDICIAL ETHICS FORMAL OPINION 2009-6 AGGREGATE SETTLEMENTS TOPIC: Multiple Representations; Aggregate Settlements; Advance

More information

Cost behavior of selling, general, and administrative costs and cost of goods sold during economic recession

Cost behavior of selling, general, and administrative costs and cost of goods sold during economic recession Cost behavior of selling, general, and administrative costs and cost of goods sold during economic recession ABSTRACT Haihong He California State University, Los Angeles Cost management creates value for

More information

UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT

UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT FOR PUBLICATION UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT DAVID H. LUTHER, Individually and On Behalf of All Others Similarly Situated, Plaintiff-Appellee, v. COUNTRYWIDE HOME LOANS SERVICING

More information

Revisiting Advance Notice Bylaws in Light of Recent Delaware Decisions

Revisiting Advance Notice Bylaws in Light of Recent Delaware Decisions August 2008 Revisiting Advance Notice Bylaws in Light of Recent Delaware Decisions BY ROBERT R. CARLSON AND JEFFREY T. HARTLIN In March and April 2008, the Delaware Court of Chancery issued two decisions

More information

The Early Bird Gets the Worm? The Stock Returns and Operating Performance of Quick SEOs

The Early Bird Gets the Worm? The Stock Returns and Operating Performance of Quick SEOs INTERNATIONAL JOURNAL OF BUSINESS, 20(1), 2015 ISSN: 1083-4346 The Early Bird Gets the Worm? The Stock Returns and Operating Performance of Quick SEOs Yi Jiang a*, Mark Stohs b, Xiaoying Xie c a Department

More information

Spinning: FINRA Rule 5131

Spinning: FINRA Rule 5131 News Bulletin October 18, 2010 Spinning: FINRA Rule 5131 On September 29, 2010, the Securities and Exchange Commission ( SEC ) approved FINRA Rule 5131, on an accelerated basis, and solicited comments

More information

Memorandum. SEC Charges Former CEO With Using Corporate Funds for Personal Perks Without Disclosure to Investors. Introduction

Memorandum. SEC Charges Former CEO With Using Corporate Funds for Personal Perks Without Disclosure to Investors. Introduction Memorandum SEC Charges Former CEO With Using Corporate Funds for Personal Perks Without Disclosure to Investors April 9, 2015 Introduction On March 31, 2015, the Securities and Exchange Commission ( SEC

More information

International Municipal Lawyers Association 75th Annual Conference New Orleans, LA

International Municipal Lawyers Association 75th Annual Conference New Orleans, LA International Municipal Lawyers Association 75th Annual Conference New Orleans, LA A Municipal Lawyer s Primer re: Initial and and Continuing Disclosure Responsibilities of Municipal Securities Issuers

More information

Journal Of Financial And Strategic Decisions Volume 9 Number 2 Summer 1996

Journal Of Financial And Strategic Decisions Volume 9 Number 2 Summer 1996 Journal Of Financial And Strategic Decisions Volume 9 Number 2 Summer 1996 THE USE OF FINANCIAL RATIOS AS MEASURES OF RISK IN THE DETERMINATION OF THE BID-ASK SPREAD Huldah A. Ryan * Abstract The effect

More information

The Long-Run Behavior of Debt and Equity Underwriting Spreads. Dongcheol Kim a. Darius Palia a. and. Anthony Saunders b

The Long-Run Behavior of Debt and Equity Underwriting Spreads. Dongcheol Kim a. Darius Palia a. and. Anthony Saunders b The Long-Run Behavior of Debt and Equity Underwriting Spreads by Dongcheol Kim a Darius Palia a and Anthony Saunders b First draft: November 00 This draft: January 003 Abstract This paper is the first

More information

The Evolution of Equity Financing: A Comparison of Dual-Class and Single-Class SEOs. Scott B. Smart and Chad J. Zutter *

The Evolution of Equity Financing: A Comparison of Dual-Class and Single-Class SEOs. Scott B. Smart and Chad J. Zutter * The Evolution of Equity Financing: A Comparison of Dual-Class and Single-Class SEOs Scott B. Smart and Chad J. Zutter * January 2002 Abstract This paper compares the SEO activity of young dual- and single-class

More information

Accounting for Software Development Costs and the Cost of Capital: Evidence from IPO Underpricing in the Software Industry

Accounting for Software Development Costs and the Cost of Capital: Evidence from IPO Underpricing in the Software Industry Accounting for Software Development Costs and the Cost of Capital: Evidence from IPO Underpricing in the Software Industry Dan Givoly* and Charles Shi** Current Draft: July 2007 * Smeal College of Business,

More information

Meridian Client Update

Meridian Client Update VOLUME 4, ISSUE 5 MARCH 26, 2013 Meridian Client Update Delaware Federal Court Dismisses Say on Pay Case The Courts continue to strike down lawsuits arising from failed say on pay votes. The latest defeat

More information

GOING PUBLIC IN CANADA

GOING PUBLIC IN CANADA GOING PUBLIC IN CANADA CASSELS BROCK IN BRIEF Canadian law firm of more than 200 lawyers based in Toronto and Vancouver focused on serving the transaction, advocacy and advisory needs of the country s

More information

Credit Rating Agencies

Credit Rating Agencies Capital Markets Credit Rating Agencies The Dodd-Frank Act includes reforms that address credit rating agencies and the credit ratings they provide. The Act seeks to impose corporate governance guidelines,

More information

Public vs. Private: Characteristics of the Companies Backed by Listed Private Equity

Public vs. Private: Characteristics of the Companies Backed by Listed Private Equity Public vs. Private: Characteristics of the Companies Backed by Listed Private Equity M. Sinan Goktan California State University, East Bay Erdem Ucar University of South Florida Listed Private Equity (LPE)

More information

Are Accruals during Initial Public Offerings Opportunistic?

Are Accruals during Initial Public Offerings Opportunistic? Review of Accounting Studies, 3, 175 208 (1998) c 1998 Kluwer Academic Publishers, Boston. Manufactured in The Netherlands. Are Accruals during Initial Public Offerings Opportunistic? SIEW HONG TEOH University

More information

Discounting and Clustering in Seasoned Equity Offering Prices. Forthcoming in the Journal of Financial and Quantitative Analysis

Discounting and Clustering in Seasoned Equity Offering Prices. Forthcoming in the Journal of Financial and Quantitative Analysis Discounting and Clustering in Seasoned Equity Offering Prices Forthcoming in the Journal of Financial and Quantitative Analysis Simona Mola Bocconi University Viale Filippetti, 9 20123 Milan, Italy phone:

More information

FINRA-Broker Dealer Investment Banking Due Diligence

FINRA-Broker Dealer Investment Banking Due Diligence FINRA-Broker Dealer Investment Banking Due Diligence On April 20, 2010, the Financial Industry Regulatory Authority ( FINRA ) issued Regulatory Notice 10-22 (the Notice ) reminding broker-dealers of their

More information

Management Quality, Venture Capital Backing, and Initial Public Offerings

Management Quality, Venture Capital Backing, and Initial Public Offerings Management Quality, Venture Capital Backing, and Initial Public Offerings Thomas J. Chemmanur * Karen Simonyan ** and Hassan Tehranian *** Current version: August 2011 * Professor of Finance, Carroll School

More information

CHAPTER 18. Initial Public Offerings, Investment Banking, and Financial Restructuring

CHAPTER 18. Initial Public Offerings, Investment Banking, and Financial Restructuring CHAPTER 18 Initial Public Offerings, Investment Banking, and Financial Restructuring 1 Topics in Chapter Initial Public Offerings Investment Banking and Regulation The Maturity Structure of Debt Refunding

More information

Wanna Dance? How Firms and Underwriters Choose Each Other

Wanna Dance? How Firms and Underwriters Choose Each Other Wanna Dance? How Firms and Underwriters Choose Each Other CHITRU S. FERNANDO, VLADIMIR A. GATCHEV, AND PAUL A. SPINDT* * Chitru S. Fernando is at the Michael F. Price College of Business, University of

More information

UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA ) ) ) ) ) ) ) ) CLASS ACTION

UNITED STATES DISTRICT COURT EASTERN DISTRICT OF PENNSYLVANIA ) ) ) ) ) ) ) ) CLASS ACTION WESTERN PENNSYLVANIA ELECTRICAL EMPLOYEES PENSION FUND, Individually and on Behalf of All Others Similarly Situated, Plaintiff, vs. DENNIS ALTER, et al., Defendants. UNITED STATES DISTRICT COURT EASTERN

More information

Important Information about Initial Public Offerings

Important Information about Initial Public Offerings Robert W. Baird & Co. Incorporated Important Information about Initial Public Offerings Baird has prepared this document to help you understand the characteristics and risks associated with investing in

More information

Reflections on Ethical Issues In the Tripartite Relationship

Reflections on Ethical Issues In the Tripartite Relationship Reflections on Ethical Issues In the Tripartite Relationship [click] By Bruce A. Campbell 1 Introduction In most areas of the practice of law, there are a number of ethical issues that arise on a frequent

More information

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF ARIZONA

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF ARIZONA Deena R. Bernstein United States Securities and Exchange Commission Boston Regional Office Arch Street, rd Floor Boston MA 00 GA Bar 00 (1-0 (fax bernsteind@sec.gov (1-1 (office Attorney for the United

More information

Case 3:07-cv-01180-TEM Document 56 Filed 04/27/2009 Page 1 of 12 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF FLORIDA JACKSONVILLE DIVISION

Case 3:07-cv-01180-TEM Document 56 Filed 04/27/2009 Page 1 of 12 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF FLORIDA JACKSONVILLE DIVISION Case 3:07-cv-01180-TEM Document 56 Filed 04/27/2009 Page 1 of 12 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF FLORIDA JACKSONVILLE DIVISION JAMES E. TOMLINSON and DARLENE TOMLINSON, his wife, v. Plaintiffs,

More information

Case 2:13-cv-14048-XXXX Document 1 Entered on FLSD Docket 02/04/2013 Page 1 of 14 UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA

Case 2:13-cv-14048-XXXX Document 1 Entered on FLSD Docket 02/04/2013 Page 1 of 14 UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA Case 2:13-cv-14048-XXXX Document 1 Entered on FLSD Docket 02/04/2013 Page 1 of 14 UNITED STATES DISTRICT COURT FOR THE SOUTHERN DISTRICT OF FLORIDA Case No. -Civ SECURITIES AND EXCHANGE COMMISSION, v.

More information

Going Public and Being Public - A Global Comparison of the Impact of the Listing Decision on the Cost of Capital

Going Public and Being Public - A Global Comparison of the Impact of the Listing Decision on the Cost of Capital Going Public and Being Public - A Global Comparison of the Impact of the Listing Decision on the Cost of Capital Authors: Prof. Dr. Christoph Kaserer Chair of Financial Management and Capital Markets &

More information

I n 2004, the Securities and Exchange Commission (SEC) adopted amendments under. When do breakpoints give mutual fund investors a break?

I n 2004, the Securities and Exchange Commission (SEC) adopted amendments under. When do breakpoints give mutual fund investors a break? When do breakpoints give mutual fund investors a break? Faten Sabry and Winai Wongsurawat Faten Sabry is Vice President, NERA Economic Consulting, New York, New York, USA. Winai Wongsurawat is Assistant

More information

Journal of Financial and Strategic Decisions Volume 13 Number 2 Summer 2000 ACCOUNTS RECEIVABLE, TRADE DEBT AND REORGANIZATION

Journal of Financial and Strategic Decisions Volume 13 Number 2 Summer 2000 ACCOUNTS RECEIVABLE, TRADE DEBT AND REORGANIZATION Journal of Financial and Strategic Decisions Volume 13 Number 2 Summer 2000 ACCOUNTS RECEIVABLE, TRADE DEBT AND REORGANIZATION James W. Tucker * and William T. Moore ** Abstract The optimal outcome of

More information

United States Court of Appeals

United States Court of Appeals In the United States Court of Appeals No. 12-3901 For the Seventh Circuit CINDY GOLDEN, Plaintiff-Appellant, v. STATE FARM MUTUAL AUTOMOBILE INSURANCE COMPANY, Defendant-Appellee. Appeal from the United

More information

At The Market (ATM) Offerings

At The Market (ATM) Offerings At The Market (ATM) Offerings Matthew Billett Ioannis Floros Jon Garfinkel Discussion by: Matthew Gustafson Research Questions Descriptive paper investigating ATM offerings What is an ATM? Who performs

More information

A Primer on U.S. Due Diligence and Disclosure Standards Applied in Rule 144A Offerings

A Primer on U.S. Due Diligence and Disclosure Standards Applied in Rule 144A Offerings A Primer on U.S. Due Diligence and Disclosure Standards Applied in Rule 144A Offerings With the welcome increase of IPO activity in the United Kingdom over the past few months, combined with the renewed

More information

JPMORGAN CHASE & CO FORM 424B2. (Prospectus filed pursuant to Rule 424(b)(2)) Filed 06/14/16

JPMORGAN CHASE & CO FORM 424B2. (Prospectus filed pursuant to Rule 424(b)(2)) Filed 06/14/16 JPMORGAN CHASE & CO FORM 424B2 (Prospectus filed pursuant to Rule 424(b)(2)) Filed 06/14/16 Address 270 PARK AVE 38TH FL NEW YORK, NY 10017 Telephone 2122706000 CIK 0000019617 Symbol JPM Fiscal Year 12/31

More information

UNITED STATES OF AMERICA. Before the COMMODITY FUTURES TRADING COMMISSION. ) ) In the matter of: ) CFTC Docket No. 01-09 )

UNITED STATES OF AMERICA. Before the COMMODITY FUTURES TRADING COMMISSION. ) ) In the matter of: ) CFTC Docket No. 01-09 ) UNITED STATES OF AMERICA Before the COMMODITY FUTURES TRADING COMMISSION ) ) In the matter of: ) CFTC Docket No. 01-09 ) MADISON FINANCIAL GROUP LLC; ) COMPLAINT AND RICHARD A. COHEN; and RONALD G. SCOTT

More information

The Journal of Applied Business Research November/December 2015 Volume 31, Number 6

The Journal of Applied Business Research November/December 2015 Volume 31, Number 6 The Effect Of Directors And Officers Liability Insurance On Audit Effort Sohee Woo, Yonsei University, South Korea Chang Seop Rhee, Sejong University, South Korea Sanghee Woo, Sungkyunkwan University,

More information

Form ADV Part 2A Firm Brochure. Calamus Financial Planning

Form ADV Part 2A Firm Brochure. Calamus Financial Planning Item 1: Cover Page Form ADV Part 2A Firm Brochure Calamus Financial Planning Thomas Edward Donnelly, JD, PFP Chief Compliance Officer Calamus Financial Planning 8440 Fountain Avenue PH 6 West Hollywood,

More information

LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013

LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013 LONDON STOCK EXCHANGE HIGH GROWTH SEGMENT RULEBOOK 27 March 2013 Contents INTRODUCTION... 2 SECTION A ADMISSION... 3 A1: Eligibility for admission... 3 A2: Procedure for admission... 4 SECTION B CONTINUING

More information

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) )

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK PLAINTIFF, Individually and on Behalf of All Others Similarly Situated, v. Plaintiff, FXCM INC., DROR NIV, DAVID SAKHAI, WILLIAM AHDOUT, KENNETH

More information

CROWDFUNDING WHAT IS CROWDFUNDING?

CROWDFUNDING WHAT IS CROWDFUNDING? CROWDFUNDING PBI Business Lawyers Institute 5 November 2015 G. Philip Rutledge, Partner Bybel Rutledge LLP, Lemoyne, PA 17043 rutledge@bybelrutledge.com WHAT IS CROWDFUNDING? Much over used term to describe

More information

FINRA Regulation of Broker-Dealer Due Diligence in Regulation D Offerings

FINRA Regulation of Broker-Dealer Due Diligence in Regulation D Offerings FINRA Regulation of Broker-Dealer Due Diligence in Regulation D Offerings EDWARD G. ROSENBLATT, MCGUIREWOODS LLP, WITH PRACTICAL LAW CORPORATE & SECURITIES This Note discusses broker-dealers' affirmative

More information

COMMITTEE ON ATTORNEY ADVERTISING. Appointed by the Supreme Court of New Jersey

COMMITTEE ON ATTORNEY ADVERTISING. Appointed by the Supreme Court of New Jersey -- N.J.L.J. -- (July --, 2011) Issued by CAA June 28, 2011 COMMITTEE ON ATTORNEY ADVERTISING Appointed by the Supreme Court of New Jersey OPINION 43 Committee on Attorney Advertising Internet Advertising,

More information

Chapter 3. How Securities are Traded

Chapter 3. How Securities are Traded Chapter 3 How Securities are Traded Primary vs. Secondary Security Sales Primary: When firms need to raise capital, they may choose to sell (or float) new securities. These new issues typically are marketed

More information

F I R M B R O C H U R E

F I R M B R O C H U R E Part 2A of Form ADV: F I R M B R O C H U R E Dated: 03/24/2015 Contact Information: Bob Pfeifer, Chief Compliance Officer Post Office Box 2509 San Antonio, TX 78299 2509 Phone Number: (210) 220 5070 Fax

More information

When the Underwriter is the Market Maker: An Examination of Trading in the IPO Aftermarket

When the Underwriter is the Market Maker: An Examination of Trading in the IPO Aftermarket When the Underwriter is the Market Maker: An Examination of Trading in the IPO Aftermarket Katrina Ellis Roni Michaely and Maureen O Hara * June 1999 Forthcoming in Journal of Finance 1 Abstract This paper

More information

Internet Appendix to "Manager Divestment in Leveraged Buyouts"

Internet Appendix to Manager Divestment in Leveraged Buyouts Internet Appendix to "Manager Divestment in d Buyouts" In this Internet Appendix, we provide additional results that have been referenced but not reported in the paper. Table IA.1 adds a Manufacturing

More information

The Initial Impact of Casino Gaming on Bankruptcy Filings in Louisiana

The Initial Impact of Casino Gaming on Bankruptcy Filings in Louisiana The Initial Impact of Casino Gaming on Bankruptcy Filings in Louisiana Dr. Barbara J. Davis Dr. Helen B. Sikes Centenary College Abstract Louisiana voters overwhelmingly approved riverboat casino gaming

More information

Investment Advisory Disclosure Brochure

Investment Advisory Disclosure Brochure ADV Part 2A Appendix 1 211 E. High Street, Pottstown, PA 19464 610.323.5860 800.266.6532 www.mlfa.com Investment Advisory Disclosure Brochure March 25, 2013 This wrap fee program brochure provides information

More information

A Fiduciary by Any Other Name Thoughts on Properly Delegating Fiduciary Duties. James P. Baker and David M. Abbey

A Fiduciary by Any Other Name Thoughts on Properly Delegating Fiduciary Duties. James P. Baker and David M. Abbey VOL. 22, NO. 1 SPRING 2009 BENEFITS LAW JOURNAL Litigation A Fiduciary by Any Other Name Thoughts on Properly Delegating Fiduciary Duties James P. Baker and David M. Abbey We all know that being an Employee

More information

M E M O R A N D U M. The Policy provides for blackout periods during which you are prohibited from buying or selling Company securities.

M E M O R A N D U M. The Policy provides for blackout periods during which you are prohibited from buying or selling Company securities. M E M O R A N D U M TO: FROM: All Directors, Officers and Covered Persons of Power Solutions International, Inc. and its Subsidiaries Catherine Andrews General Counsel and Insider Trading Compliance Officer

More information

Is it possible that a firm s ownership structure may affect the underpricing in an initial public offering?

Is it possible that a firm s ownership structure may affect the underpricing in an initial public offering? Name: Erik Sandbæk BI Norwegian Business School Master Thesis Is it possible that a firm s ownership structure may affect the underpricing in an initial public offering? Hand-in date: 02.09.2013 Campus:

More information

Plan Sponsor Basics Webinar Series Issues for 401(k) Plan Sponsors with Employer Stock Investment Funds

Plan Sponsor Basics Webinar Series Issues for 401(k) Plan Sponsors with Employer Stock Investment Funds Plan Sponsor Basics Webinar Series Issues for 401(k) Plan Sponsors with Employer Stock Investment Funds Webinar 5 of 5 November 4, 2014 www.morganlewis.com Presenters: Lisa H. Barton Jeremy P. Blumenfeld

More information

Illinois Community College Chief Financial Officers 2012 Spring Conference. Regulatory Changes in the Municipal Bond Market. Tammie Beckwith Schallmo

Illinois Community College Chief Financial Officers 2012 Spring Conference. Regulatory Changes in the Municipal Bond Market. Tammie Beckwith Schallmo Illinois Community College Chief Financial Officers 2012 Spring Conference Regulatory Changes in the Municipal Bond Market Tammie Beckwith Schallmo Managing Director, Vice President April 26, 2012 FOR

More information

: : : : : : : : : : : : : : : : :

: : : : : : : : : : : : : : : : : DAVIS POLK & WARDWELL 450 Lexington Avenue New York, New York 10017 Telephone (212) 450-4000 Facsimile (212) 450-6501 Benjamin S. Kaminetzky Elliot Moskowitz Daniel J. Schwartz Counsel to the Debtors and

More information

Case 3:13-cv-00118-SDD-SCR Document 63 03/13/14 Page 1 of 6 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF LOUISIANA RULING

Case 3:13-cv-00118-SDD-SCR Document 63 03/13/14 Page 1 of 6 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF LOUISIANA RULING Case 3:13-cv-00118-SDD-SCR Document 63 03/13/14 Page 1 of 6 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF LOUISIANA SUSAN BURGER BOMBET VERSUS CIVIL ACTION 13CV00118-SDD-SCR DONOVAN, ET AL. RULING I.

More information

1. Rule 3a4-1 Safe Harbor Exemption from Broker Registration

1. Rule 3a4-1 Safe Harbor Exemption from Broker Registration Chapter 10 Avoiding Broker Registration 10.1 Securities Exchange Act of 1934 The Exchange Act generally defines a broker as a person engaged in the business of effecting transactions in securities for

More information

SECURITIES SUPPLEMENT

SECURITIES SUPPLEMENT SECURITIES SUPPLEMENT Name of Applicant Firm: _ Attorneys 1. For each attorney of the Applicant Firm handling Securities matters, please provide the following information: Attorney Name Securities Billable

More information

Is there Information Content in Insider Trades in the Singapore Exchange?

Is there Information Content in Insider Trades in the Singapore Exchange? Is there Information Content in Insider Trades in the Singapore Exchange? Wong Kie Ann a, John M. Sequeira a and Michael McAleer b a Department of Finance and Accounting, National University of Singapore

More information

The Impact of Firm Location on Equity Issuance

The Impact of Firm Location on Equity Issuance The Impact of Firm Location on Equity Issuance Tim Loughran* In this paper, I use location as a proxy for the ability of a firm to issue equity. Numerous studies indicate that investors are better able

More information

Information Risk and Underwriter Switching in SEOs: Evidence from China

Information Risk and Underwriter Switching in SEOs: Evidence from China Journal of Business Finance & Accounting Journal of Business Finance & Accounting, 37(7) & (8), 905 928, September/October 2010, 0306-686X doi: 10.1111/j.1468-5957.2010.02211.x Information Risk and Underwriter

More information

Credit Ratings and the Pricing of Seasoned Equity Offerings * Yang Liu

Credit Ratings and the Pricing of Seasoned Equity Offerings * Yang Liu Credit Ratings and the Pricing of Seasoned Equity Offerings * Yang Liu California Polytechnic State University Orfalea College of Business San Luis Obispo, CA 93407 Paul H. Malatesta University of Washington

More information

FREDER IC W. COO K & CO., INC.

FREDER IC W. COO K & CO., INC. FREDER IC W. COO K & CO., INC. NEW YORK CHICAGO LOS ANGELES SAN FRANCISCO ATLANTA HOUSTON BOSTON May 1, 2015 SEC Proposes Pay-for-Performance Disclosure Rules On April 29, 2015, nearly five years after

More information

IPO Why, When, How. Swiss Business Week, Riga March 5, 2013 Dr. C.-G. Malmström. Professor, Swiss Business School

IPO Why, When, How. Swiss Business Week, Riga March 5, 2013 Dr. C.-G. Malmström. Professor, Swiss Business School IPO Why, When, How Swiss Business Week, Riga March 5, 2013 Dr. C.-G. Malmström Professor, Swiss Business School Definitions Initial Public Offerings (IPO) -For firms with no publicly traded stock Seasoned

More information

KEEPING IT LEGAL. REALTOR Resource for RESPA Issues: Transaction Fees & Home Warranty Rule. 2010 Convention Celebrating 100 Years

KEEPING IT LEGAL. REALTOR Resource for RESPA Issues: Transaction Fees & Home Warranty Rule. 2010 Convention Celebrating 100 Years KEEPING IT LEGAL REALTOR Resource for RESPA Issues: Transaction Fees & Home Warranty Rule 2010 Convention Celebrating 100 Years Copyright 2010 Ohio Association of REALTORS Fee Charged by Brokerage Violates

More information

FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 OMB APPROVAL OMB Number: 3235-0065 Expires: March 31, 2018 Estimated

More information

Publicly available Real Estate

Publicly available Real Estate Listed and Non-listed REITs: Exploring the Cost Difference By: Richard K. Green and Parker Rhea Publicly available Real Estate Investment Trusts come in two flavors: listed, and non-listed. The difference

More information

The NCAA Basketball Betting Market: Tests of the Balanced Book and Levitt Hypotheses

The NCAA Basketball Betting Market: Tests of the Balanced Book and Levitt Hypotheses The NCAA Basketball Betting Market: Tests of the Balanced Book and Levitt Hypotheses Rodney J. Paul, St. Bonaventure University Andrew P. Weinbach, Coastal Carolina University Kristin K. Paul, St. Bonaventure

More information

The Atlantic Building 950 F Street, NW Washington, OC 20004-1404. 202-239-3300 Fax: 202-654-4963 www.alston.com. Direct Dial: 202-239-3463

The Atlantic Building 950 F Street, NW Washington, OC 20004-1404. 202-239-3300 Fax: 202-654-4963 www.alston.com. Direct Dial: 202-239-3463 A I S--'1ri'ON s r -1_)1) _jk_ - - & \ _ 1.11' The Atlantic Building 950 F Street, NW Washington, OC 20004-1404 202-239-3300 Fax: 202-654-4963 www.alston.com David A Brown Direct Dial: 202-239-3463 Email:

More information

INSIDER TRADING POLICY

INSIDER TRADING POLICY INSIDER TRADING POLICY In the normal course of business, officers, directors and employees of this company may come into possession of material nonpublic information about the company, its business or

More information

Mr. Ronald W. Smith Corporate Secretary Municipal Securities Rulemaking Board 900 Duke Street, Suite 600 Alexandria, VA 22314

Mr. Ronald W. Smith Corporate Secretary Municipal Securities Rulemaking Board 900 Duke Street, Suite 600 Alexandria, VA 22314 PHONE 202-503-3300 FAX 202-637-0217 www.nabl.org 601 Thirteenth Street, NW Suite 800 South Washington, D.C. 20005 July 31, 2012 President KRISTIN H.R. FRANCESCHI Baltimore, MD President-Elect SCOTT R.

More information

Application For Private Company Directors, Officers And Employees Liability Coverage Privately Owned Company

Application For Private Company Directors, Officers And Employees Liability Coverage Privately Owned Company Application For Private Company Directors, Officers And Liability Coverage Privately Owned Company Zurich-American Insurance Group PLEASE NOTE: This Application is for PRIVATELY HELD Companies only. Directors

More information