Overview: Going Private vs. Going Dark
Public companies are required to comply with United States Securities and Exchange Commission (SEC) filings and regulations. On average, public companies can spend anywhere from $1-$3 million a year more than similar private companies. Studies have shown that public companies spend more on investor relations personnel, board costs and, most significantly, costs of compliance with […]
SEC Commissioner addresses Valuation Issues – Compliance Alert
Last month, Commissioner Luis A. Aguilar of the U.S. Securities and Exchange Commission gave a speech (https://www.sec.gov/news/speech/2013/spch041813laa.htm) to the Regulatory Compliance Association in New York. The speech was focused on compliance as the foundation on which investor trust is built and kept. An effective and robust compliance program that is embedded into an entity’s investment […]
Houlihan Capital & Fairness Opinions
Studies have shown shareholders are challenging more and more Merger & Acquisition deals. “Currently, over 90% of M&A deals over $100 million are challenged by shareholders,” writes Vice Chancellor Donald Parsons Jr. (Delaware Court of Chancery) and attorney Jason Tyler (Sullivan & Cromwell) in a new paper (1). Any dissenting minority shareholder group poses a […]
SEC Enforcement Action Against Hedge Fund Manager
On March 22, 2013, the Securities and Exchange Commission (“SEC”) announced charges against Houstonbased hedge fund manager, George R. Jarkesy Jr., and his firm, John Thomas Capital Management (“JTCM”). Jarkesy has been accused of defrauding investors in two hedge funds by inflating the value of the funds’ assets and charging bloated management and brokerage fees. […]
SEC Enforcement action against Oppenheimer Co.
On March 11, 2013, the Securities and Exchange Commission (“SEC”) announced that Oppenheimer Asset Management, Inc. and Oppenheimer Alternative Investment Management, LLC (“Oppenheimer”) have agreed to pay approximately $3.0 million to settle allegations that Oppenheimer misled investors about the valuation policies and performance of a private equity fund-of-funds. The SEC filed an Assurance of Discontinuance […]