Media Mentions
2011
"Legal advisor of Rogers Corporation"
Juve Rechtsmarkt, March 2011
McDermott Will and Emery was mentioned as legal advisor of Rogers Corporation in the acquisition of Curamik Electronics GmbH, a manufacturer of power electronic substrate products headquartered in Germany for €116 million. The McDermott team was led by Konstantin Günther and Robert Manger.
Thomas Ammermann, Peter Bauschatz, Paul Melot de Beauregard, Michael L. Boykins, David A. Cifrino PC, Konstantin Günther, Corporate, Corporate - Germany, Finance & Banking, Germany, IP, Media & Tech - Germany, M&A - Germany, Mergers & Acquisitions, Securities, Tax, Tax - Germany
“Whistle-blower Debate Heats Up”
CFO.com, February 11, 2011
Fredric (Rick) Firestone warned that the Dodd-Frank Act’s provision for whistle-blowers to go directly to the SEC “will harm companies” and their existing compliance processes, because it “sets up strong incentives to bypass the very internal reporting that the Sarbanes-Oxley program was set up to promote and protect.” He also cautioned that the Act’s monetary incentives to whistleblowers “could exacerbate the effects of fraud in some cases. For example, someone might wait for a period of time before reporting a fraud in order to influence a larger recovery by the SEC.” Mr. Firestone added that in his experience most companies are grateful to receive information on possible fraud and take decisive action to root it out.
Fredric D. Firestone, SEC Defense, Securities, White-Collar & Securities Defense
“Law360 Securities Editorial Advisory Board”
Law360, February 2, 2011
Richard (Rick) Mitchell has been named to the board of leading securities law professionals who will provide editorial guidance to Law360 during 2011. Mr. Mitchell is based in the London office, heads the U.S. Securities Group, and collaborates closely with McDermott’s English, German and Italian Corporate, Finance and Restructuring Groups on European capital markets, restructuring and M&A matters.
Richard Mitchell, Securities, US Securities - London
2010
“McDermott Poaches Haynes & Boone Antitrust Partner”
Law360, October 12, 2010
Alison Smith discussed her move to McDermott to become a competition law partner in the Firm’s Houston office (also discussed October 12 in Oil & Gas Financial Journal). “McDermott is a very strong player in my area of practice,” said Ms. Smith, who focuses on antitrust, white collar defense and other complex business litigation issues. “It is a top opportunity to work with both their national and international platform in antitrust, but also to help build the Houston office.” Ms. Smith also has been Deputy Assistant Attorney General in the Antitrust Division, and said that she finds private sector practice to be “very client focused. … [Y]ou have a close relationship with the clients and are obligated to protect their interests.”
Alison L. Smith, Antitrust & Competition, Antitrust Litigation, Energy Advisory, Securities, White-Collar & Securities Defense
Amy Ferrer was profiled in a May 14 Boston Business Journal story about lawyers who have been named partners in their firms during 2010. Ms. Ferrer, a 2003 graduate of Fordham University School of law, practices in corporate securities and transactions law and said that becoming partner “has always been a goal of mine, … to know that all my hard work over the years has paid off.” She added that McDermott has a positive environment for women lawyers, observing that “there are more male partners, but the firm is supportive of women and I don’t notice any difference in how it treats men and women.” Click here to view the full article.
Amy Ferrer, Corporate, Mergers & Acquisitions, Securities
Thomas Murphy was quoted in a March 2009 CFO Magazine story concerning a recent Securities & Exchange Commission update to its Regulation G, which covers the disclosure of financial information. Some observers have stated that the update encourages companies to use more non-GAAP financial measures in their SEC filings, but Mr. Murphy suggested that the SEC’s new guidance in effect is a reminder that the agency takes Regulation G seriously. “Whenever the SEC puts out a new series of interpretations,” he said, “it shows an area of focus by the SEC and focuses people’s attention on it again.”
Thomas J. Murphy, Securities, Securities Law Compliance & Offerings
Steven Scholes was among the lawyers included in the January 13 announcement by Law360 on the formation of its 2010 securities editorial advisory board. Members of the board are leading securities law professionals who will provide guidance to Law360 regarding important issues and developments in the field. Mr. Scholes heads the Firm’s SEC defense group and subprime and credit markets litigation group, leads the Trial Department in the Chicago office, and is a former lawyer in the SEC’s Enforcement Division.
Steven S. Scholes, SEC Defense, Securities, Trial
Margaret (Peg) Warner discussed an expected modest increase in 2010 business litigation for Law360 on January 1. Anticipating “a return to more normal commercial litigation patterns,” Ms. Warner said that companies are “assessing cost in a manner that is more aligned to what their business interests are now, as opposed to the fall of 2008 to 2009, where you saw a very steep slowdown and even stoppage in the willingness of companies to litigate.” She added that IP litigation and securities investigation work involving financial and commodities markets will be particular litigation growth areas.
Margaret H. Warner, Securities, Trial
2008
Ted Laurenson and Stephen Older were quoted in Law360 on September 19 regarding the order issued by the SEC which temporarily bans the short selling of the stocks of designated financial companies in order to calm markets and how this may effect hedge funds who base much of their investment strategies on short selling. "People are really annoyed when they're in certain strategies that you can't implement," Mr. Laurenson said. He added that although it is not possible to determine whether this temporary order is a good plan, it most likely would not cause much harm if it does not last long. Mr. Older commented on the vagueness of the order and the immediacy of its issuing, "I know these are desperate times, but it would have been better with more thought around it and more comment," he said. Messrs. Laurenson and Older explained that hedge funds and their clients are taking action to ensure an extension is not granted.
Edwin C. Laurenson, Stephen E. Older, Corporate, Hedge Funds, Securities
David Cifrino was quoted in a May 7 article published by Forbes Online regarding the increase of phone calls from proxy solicitors, which have increased this year because new SEC rules regarding electronic delivery of proxy statements have reduced voting by shareholders. Mr. Cifrino commented that shareholders registered with their brokers as objecting beneficial owners ("OBO"), should not get calls from proxy solicitors. "If you sign up as an OBO, you shouldn't be pestered regularly," he said.
David A. Cifrino PC, Corporate, Public Companies, Securities
David Cifrino was quoted in a February 14 article published by Securities Law360 regarding a set of proposed rule changes by the SEC that would accelerate the annual reporting deadline for private issuers that are publicly listed in the U.S. as well as allow U.S. investors to more easily access the disclosure documents of foreign companies that are exempt from U.S. regulation. Mr. Cifrino commented on the new rules and stated that the changes were not "earth-shattering," however they were a step in the right direction to modernize disclosure requirements. "It's making it a little bit easier for these companies to stay outside of regulation," Mr. Cifrino said.
David A. Cifrino PC, Corporate, Securities
2007
Helen Friedli was been recognized in the 2007/08 edition of the PLC Cross-border Mergers and Acquisitions Handbook, published by Practical Law Company, as a recommended lawyer for cross-border mergers and acquisitions.
Helen R. Friedli PC, Corporate, Mergers & Acquisitions, Securities
Thomas Murphy spoke to the Economist Intelligence Unit on April 5 concerning the SEC’s eProxy ruling that allows companies to distribute proxies electronically. Mr. Muphy said that the benefits of the ruling go beyond cost savings on printing and shipping, noting that the ruling will also speed up voting and increase participation because most investors and shareholders are already comfortable using the Internet.
Thomas J. Murphy, Corporate, Securities
Thomas Murphy was quoted in the February 13 issue of Compliance Week regarding companies taking action against No-Action Letters. Mr. Murphy commented about the issue of more proposals in proxies and said "Companies are more aggressive in keeping them out, as we have seen an increase in the level of proposals that are meaningful and can change corporate governance."
Thomas J. Murphy, Corporate, Public Companies, Securities
2006
William P. Schuman was quoted in the September 25 issue of The National Law Journal in an article about the government increasingly holding general counsel liable when a company's actions come into question. Mr. Schuman stated that enforcement agencies currently take the stand that GCs should not just look out for their employer but also need to also protect the shareholders' interests. "We're seeing more inquiries and investigations where the conduct of in-house counsel is being examined every bit as much as the business people's." he said.
William P. Schuman PC, Securities, Trial
William P. Schuman was quoted in an August 24 article published by Securities Law360 regarding options backdating investigations targeting attorneys and auditors involved in the development of executive stock options plans. Mr. Schuman commented that a new trend is arising where companies that are accused of options backdating may try to avoid severe punishments by arguing that they were merely following the direction of their legal and financial advisors. "If the companies and their management are being accused of wrongdoing, they may point to their legal and accounting advisors," he said.
William P. Schuman PC, Securities, Securities Litigation, Trial
Edwin "Ted" Laurenson commented on the courts' rejection of an SEC hedge fund rule in the June 24 issue of The Wall Street Journal. If companies are asked to put their registration aside until it is clear on what the SEC's next steps will be in the process, Mr. Laurenson predicts that a number of hedge funds would act to de-register due to procedure and policy costs that would be incurred, which would be particularly onerous on smaller hedge fund advisers.
Edwin C. Laurenson, Corporate, Hedge Funds, Securities
2005
Tom Murphy was quoted in the December issue of CFO Magazine in regard to short-selling.
Thomas J. Murphy, Corporate, Securities
McDermott was mentioned in the August 30 issue of the Daily Deal in regard to representing WR Hambrecht + Co. as lead manager of the initial public offering of IDT Spectrum, Inc.
Steve Scholes was quoted in the May issue of CFO Magazine on the increased cost for companies to settle securities lawsuits. In 2004 the number of suits settled was up 23 percent from 2003 but the total cost to settle the case more than doubled to $5.5 million. The larger settlements are mostly due to the larger losses incurred by the plaintiffs and pressure to settle quickly to focus on regulatory issues. "The claimed damages are massive," commented Mr. Scholes
Steven S. Scholes, Securities, Securities Litigation, Trial
Den White was quoted in the March 29 issue of the Boston Herald in an article reporting on the increase of tech mergers. Mr. White commented that private equity firms have raised billions of dollars in recent years, with few places to invest the cash amidst a lackluster IPO market. He continued by saying that the telecommunications and information technology fields have " a lot of room" for consolidation. "There's forward momentum," of mergers. "This all adds up to heightened (chances) for more consolidations."
2004
Thomas Murphy was quoted in the August 24 issue of the Los Angeles Times in regard to some Google investors questioning how the deal terms were set because winning bidders only received about 75% of the shares they asked for. If Google had followed the rules of a pure Dutch auction, it would have been obligated to go with the clearing price, and in theory, it would have satisfied all demand for its shares, which the company originally said was one of its goals. Mr. Murphy commented that in its final moments, the Google stock sale closely tracked how Wall Street has traditionally parceled out new shares. "It was, 'Who do you want in, and who do you want out,'" of the deal.'"
Thomas J. Murphy, Corporate, Securities
Tom Murphy was quoted by United Press International on August 17 in regard to the once highly anticipated Google IPO. "This has been a very peculiar offering with a lot of distractions and unusual circumstances, including: the Playboy interview; the undemocratic dual vote structure; the confusion over how to bid; the high practical thresholds to participate in the offering, despite the stated goal of including the little guy; and the chutzpah to try to do such a big deal in the August 'doldrums,'" commented Mr. Murphy.
Thomas J. Murphy, Corporate, Securities
Mark Mihanovic was quoted in the August 17 issue of the Los Angeles Times in regard to Google beginning to sells its shares for its IPO and reported on some of the obstacles the IPO has fallen upon including an interview Google's co-founders recently had with Playboy magazine. "It's probably the first time an S-1 (form) included verbatim the contents of a Playboy article," Mr. Mihanovic commented.
Mark J. Mihanovic, Corporate, Securities
Mark Mihanovic was quoted in the August 13 issue of the Boston Globe regarding the announcement that Google would be opening its long-awaited auction for its shares shortly. "If they're beginning the process of accepting bids, it seems they would be doing that in the context of the SEC telling them that their registration statement is effective," commented Mr. Mihanovic.
Mark J. Mihanovic, Corporate, Securities
Eugene Goldman was quoted in the July 13 issue of New York Daily News in regard to Google choosing to place their shares on Nasdaq rather than the NYSE in its upcoming IPO. Mr. Goldman commented, "That it certainly would have helped the NYSE (had Google chosen it) and would have been a damaging public relations blow to the Nasdaq."
Eugene I. Goldman, Corporate, Securities
Joel Bernstein was quoted in an online BBC News story on April 29, which reported Google's IPO. Mr. Bernstein commented that a Google IPO would "display confidence" in the tech sector and the economy.
Joel Bernstein was quoted by United Press International on April 26 in regard to Google going public. "The Google IPO has moved from speculation to serious. The current estimates of enterprise value are north of $20 billion. If that value structures holds, it will be not only a great benefit for Google but also for the securities markets as a whole because of the confidence it displays in technology and the economy," commented Mr. Bernstein. The article also appeared in the Washington Times.
Tom Murphy was quoted in the Los Angeles Times on April 26 in an article reporting on the proposed Google public offering. Addressing the fact that Google, whether or not it conducts and IPO, would likely need to start filing reports with the SEC because it has so many holders of its stock options, Mr. Murphy commented that just because Google has to open its books doesn't mean it has to go public and have its stock traded on an exchange, "where it can be battered around by the vagaries of the market."
Thomas J. Murphy, Corporate, Securities
Eugene Goldman was quoted by Reuters on March 30 in regard to the possibility that the New York Stock Exchange will be sanctioned by the U.S. Securities and Exchange Commission for failing to properly supervise its floor traders. The article reported that some commission members are considering fining the NYSE or altogether removing the exchange's ability to regulate itself, even though the NYSE has implemented structural changes under John Reed. "All of the changes would certainly have impact on deterring the Commission from launching a nuclear bomb on the exchange in the regulatory context. But if they feel there was a serious breakdown, the SEC will probably proceed with disciplinary measures," commented Mr. Goldman.
Eugene I. Goldman, Corporate Responsibility and Governance, SEC Defense, Securities, Securities Litigation, Trial
David Cifrino was quoted in CFO magazine on March 2 regarding the U.S. Securities & Exchange Commission's (SEC) new budget of $811.5 million, 15% more than their budget last year. Last year's funding increase was dedicated to adding 842 new positions, boosting the SEC staff by 30%. Mr. Cifrino commented, "Adding people will add to more [frequent] review of periodic filings but whether it increases the quality and value of the reviews remains to be seen."
David A. Cifrino PC, Securities
Thomas Murphy was quoted in the Chicago Tribune on February 8 regarding the current economic environment that now shows signs of life for the IPO market. The improvement of potential returns on IPOs is still not guaranteed, and as Mr. Murphy commented "you can't tell people not to get exuberant and make stupid investment decisions," when you see improvements in the market.
Thomas J. Murphy, Corporate, Securities
Thomas Murphy was quoted in the Financial Times on January 28 regarding Adecco's silence on its accounting problems. So far the Swiss company's comments on the difficulties that forced it to postpone its 2003 results have been very limited and management has mentioned Sarbanes-Oxley as the prime reason. However, the article pointed out that Sarbanes-Oxley does not prohibit giving information to investors and notes that Adecco is probably being extremely cautious. "The stakes are higher. The landscape is more complicated. They probably want to make sure they get it right," commented Mr. Murphy.
Thomas J. Murphy, Corporate, Corporate Responsibility and Governance, Securities
2003
Eugene Goldman was quoted in two recently released Reuters wire stories regarding John Reed’s (NYSE's interim chief) proposed array of reforms. On November 12, Mr. Goldman commented that SEC Chairman William Donaldsan’s support of the new reform plan would probably blunt the impetus toward a full-fledged regulatory split at the NYSE. "I don’t think (the SEC will) do anything to disrupt the Reed reforms. As they continue to look at the issue, they are going to be looking at the NASD regulation model." On November 13, Mr. Goldman was quoted in a story regarding John Reed’s plan to install board members of the NYSE who are independent from the financial service industry. Mr. Goldman commented that the SEC will "keep a watchful eye over the issue of severing the regulatory business of the exchange. The creation of an independent board will be viewed by the SEC as a first step, but probably not the last step."
Eugene I. Goldman, Corporate Responsibility and Governance, SEC Defense, Securities
Eugene Goldman was quoted in the November 8 issue of Financial Times regarding the NYSE’s continued governance reforms. Mr. Goldman commented that cases where regulation has been separated from an exchange's trading business have been well received by the SEC. The best example is the split between the NASD and the Nasdaq stock market.
Eugene I. Goldman, Corporate Responsibility and Governance, SEC Defense, Securities
Eugene Goldman was quoted in the November/December 2003 issue of Corporate Board Member magazine in the article, "The SEC vs. Eliot Spitzer: Whose Turf Is This?" Mr. Goldman commented that it is possible that a compromise could be reached regarding proposed legislation that as part of a broader securities act would reduce the states’ ability to supersede the SEC's brokerage regulations with their own, so there are not 50 different sets of rules. "I think there needs to be a mechanism that would require the state to consult with the SEC before it attempts to impose these kinds of business conditions. If the SEC has no problem, fine. If it does, the state would have to defer to the SEC."
Eugene I. Goldman, Corporate Responsibility and Governance, SEC Defense, Securities
Eugene Goldman appeared on CNBC's News with Brian Williams on June 3 and Bloomberg radio on June 4 in regard to Martha Stewart's indictment by a grand jury. He was also quoted on Forbes.com on June 5. "While much of the evidence outlined in the 41-page indictment may resurface in the civil case, a judge could still rule that some of it is inadmissible," Mr. Goldman commented.
Eugene I. Goldman, Corporate Responsibility and Governance, Securities
Eugene Goldman appeared on CNBC's Closing Bell program on May 14. Mr. Goldman was interviewed on issues arising from the SEC's hearings on whether hedge funds should regulated.
Eugene I. Goldman, Securities, Securities Litigation
McDermott Will & Emery was listed as advising Numis Securities as sole underwriter on the £43m placing and open offer of 133.5 m shares in Lloyd's insurance and reinsurance company Chaucer Holdings, published by Legal Week on May 1.
Eugene Goldman appeared on CNBC's Squawk Box program on April 11. Mr. Goldman was interviewed on the SEC's plan to in examine whether unregistered hedge funds should be regulated, and SEC fraud actions against hedge funds.
Eugene I. Goldman, SEC Defense, Securities
Rick Mitchell was quoted in the February 3 issue of The Deal regarding those European companies who want their shares traded in the U.S. will have to make several changes in 2003 despite the softening of some of the rules for foreigners.
Richard Mitchell, Corporate, London, Securities
2002
Eugene Goldman appeared on the CNBC's Squawk Box on December 6. Mr. Goldman was interviewed by economist Larry Kudlow on the SEC's proposed rules that would require mutual funds to disclose their proxy voting record.
Eugene I. Goldman, Corporate Responsibility and Governance, Securities
Eugene Goldman made his fourth appearance on the CNBC show Squawk Box on August 5. Mr. Goldman was interviewed by noted economist Lawrence Kudlow on recent securities law prosecutions and CEO/CFO certifications of financial statements.
Eugene I. Goldman, Corporate Responsibility and Governance, Securities
Eugene Goldman was quoted in the July 29 issue of The Wall Street Journal regarding the corporate oversight bill recently passed by Congress, which increases the role of the SEC. Mr. Goldman commented on the boost of the SEC resources, which, "will result in more cases being brought [and] that will contribute to the ability of class-action lawyers to piggyback on the SEC's efforts." He concludes by saying that as a result there could be heightened exposure for accounting firms.
Eugene I. Goldman, Corporate Responsibility and Governance, SEC Defense, Securities
McDermott Will & Emery was mentioned in the June 28 issue of The Daily Deal in regard to our representation of Hewitt Associates in its $200 million initial public offering.
Helen R. Friedli PC, Securities
2001
McDermott Will & Emery's London office was mentioned as advising the film finance company, IAC Holdings, in its flotation on AIM in the August 6 issue of The Lawyer.
