What is a Private Placement?

April 18, 2011

A Private Placement is a batch of unregistered securities that is offered to individuals/entities for a share in a private company.  The securities are restricted and subject to certain rules.  The rules, via the SEC, are below:

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How Do Bribery Investigations Affect Investors?

April 17, 2011

In the last couple of weeks, Johnson & Johnson, Hercules Offshore Inc, and Comverse Technology Inc. (medical, oil, and tech companies respectively) have settled and/or been investigated by the Securities and Exchange Commission for violations of the Foreign Corrupt Practices Act (“FCPA”). Federal securities laws prohibit companies from trading on U.S. exchange if they are […]

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Citi Ordered to Make a Payout to Investors For Muni Bond Funds

April 15, 2011

I’ve posted about uncertainty in municipal bond funds, but this unrelated.  FINRA recently ordered Citi to pay $51 million to investors in two of its municipal bond funds (the ASTA and MAT funds). The panel didn’t give any reasoning for its decision, but included $17 million in punitive damages.  My guess that there was some […]

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NYSE and Deutsche Borse Sweetening the Pot?

April 14, 2011

I haven’t spent too much time on the drama surrounding NASDAQ’s bid of NYSE Euronext (which would effectively consolidate the U.S. based markets).  Basically, NASDAQ is bidding to try and woo NYSE away from the Deutsche Borse, a German exchange. In order to keep its deal together with Deutsche Borse, NYSE has been exploring alternatives […]

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Del Monte Decision Grows Roots

April 12, 2011

I’ve posted  about the investment bankers’ double payout in the Del Monte merger.  Shareholders are now trying to seize on that decision for a beneficial result in the Bank of America/Merrill Lynch merger litigation. Shareholders and their attorneys are creative, and will cite the Del Monte decision often from now on.  Delaware courts, however, usually […]

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Just Say No: Landry’s Attempts Hostile Takeover for McCormick & Schmick’s

April 11, 2011

McCormick & Schmick’s rejected Landry’s Restaurant’s Inc.’s overtures for a takeover.  So Landry, like many jilted suitors, went hostile and took its $9.25 per share offer directly to McCormick’s shareholders. Currently, McCormick’s shareholders are unimpressed with the offer, because the shares are trading at $9.35 per share.  McCormick’s board probably rejected the offer because Landry did […]

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Broker-Dealer Expelled From FINRA

April 10, 2011

Via securitieslaw.biz, FINRA recently expelled a California broker-dealer for ignoring (or engaging in) penny-stock shenanigans.  Of course, the firm received over $200,00 in commissions from the suspicious transactions. What do you do when something like this happens to your broker/dealer/money manager?  I’d take my money out and run.  If the broker is allowing funds/people to trade with […]

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Iron Mountain Implements Poison Pill

April 7, 2011

Lately, poison pills have been all the rage (in part because of the Airgas decision in Delaware).  Iron Mountain–a document retention company–has recently adopted a pill after a hedge fund, Elliott Management, pushed Iron Mountain to convert itself into a Real Estate Investment Trust (REIT). Under the poison pill’s terms, if any investor acquires more […]

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Proposed SEC Rule Seeks to Force Brokers to Find Their Clients

April 7, 2011

Confusing, right?  Shouldn’t brokers always know where their clients are?  Not necessarily.  Clients can lose track of their holdings and/or 401(k)s, move or otherwise lose contact with their broker.  The new Dodd-Frank law is requiring the SEC to implement rules so that brokers (and other institutions) can track down investors who have some money coming to […]

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Sanofi-Genzyme Update – Tender Due Tomorrow!

April 6, 2011

As I’ve posted about before, Sanofi and Genzyme are merging.  This deal has taken awhile, and is structured as a tender offer.  It’s for $74 per share in cash, but also comes with a contingent value right that will be valuable if certain Genzyme drugs make it to market.  Interesting deal. Shareholders wishing to tender […]

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