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Article
Publication date: 1 May 1996

Simon Gower and Frank Harris

Reports reports the findings of a survey of science park managers and directors in the last quarter of 1994. The development of science parks in Britain has been heavily…

Abstract

Reports reports the findings of a survey of science park managers and directors in the last quarter of 1994. The development of science parks in Britain has been heavily reliant on investment from public sector sources. A notable reluctance on the part of private sector investors has been a consistent feature. Science parks have, though, seen near continuous growth in their number, in total tenancies and in their rental and capital values; and have sustained relatively high average occupancy levels throughout their brief history. The findings of the survey, thus, draw attention to the various determinants of these apparent successes and highlight the manner in which these determinants may instil disquiet in private sector investors as to the prospects of science parks as investment opportunities. Finds that public sector patronage and philanthropic motives remain high on the agenda of science parks but growing recognizance of the need to secure commercial viability may expedite the improvement of their potential investment profile.

Details

Journal of Property Valuation and Investment, vol. 14 no. 2
Type: Research Article
ISSN: 0960-2712

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Article
Publication date: 24 August 2012

Lee Siew Peng and Mansor Isa

The purpose of this paper is to examine the long‐term post‐acquisition share performance of Malaysian acquiring firms over the period 2000‐2004.

Abstract

Purpose

The purpose of this paper is to examine the long‐term post‐acquisition share performance of Malaysian acquiring firms over the period 2000‐2004.

Design/methodology/approach

The authors use the event‐type methodology to analyse acquirer returns in relation to target status, method of payment and other firm characteristics, using both univariate and multivariate analyses. In total three performance measures are used to identify the long‐term share performance of acquiring firms: cumulative market‐adjusted abnormal returns, the buy‐and‐hold market‐adjusted and buy‐and‐hold matched‐sample abnormal returns.

Findings

The results show the existence of negative abnormal returns to acquirers over two‐ and three‐year periods after acquisition. The study also finds that acquirers of private targets earn negative returns, while acquirers of public targets earn insignificant returns. It is also found that under‐performance is limited to the small size acquirers and to large relative‐size acquisitions. Furthermore, the results indicate that acquirer's long‐term performance is not related to the method of payment and book‐to‐market ratio of the acquirer.

Originality/value

The Malaysian stock market is relatively small compared to the US and UK markets where most previous research has been carried out. The current study allows us to assess the robustness of the models and whether the findings in developed markets may be generalized to the smaller developing markets. This paper contributes to the present body of knowledge by offering evidence of acquirer's post‐acquisition performance from a developing market.

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Book part
Publication date: 14 November 2014

Iftekhar Hasan, Jarl G. Kallberg, Crocker H. Liu and Xian Sun

We empirically investigate the hypothesis that the less transparent (more difficult to value) the target’s assets are the more likely it is that the acquiring firm can…

Abstract

We empirically investigate the hypothesis that the less transparent (more difficult to value) the target’s assets are the more likely it is that the acquiring firm can obtain higher short- and long-term returns. We analyze a sample of 1,538 friendly acquisitions partitioned in two separate dimensions: acquisitions of public versus private firms, and acquisitions of a firm’s assets versus acquisitions of a firm’s assets and its management. Using a sample of (nondiversifying) real estate transactions with a public REIT as the acquirer, we find that acquisitions of public firms have insignificant short-term abnormal returns. Acquisitions of private targets have positive and significant short-term abnormal returns. The acquirer’s abnormal returns are higher in both cases when the transactions involve acquisition of the target firm’s management. We find parallel results when analyzing the acquirer’s Q over the merger year and the three following years. Our conclusions are robust to the type of financing (cash, stock, or a combination) used in the acquisition.

Details

Corporate Governance in the US and Global Settings
Type: Book
ISBN: 978-1-78441-292-0

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Article
Publication date: 6 November 2017

David S. Mitchell, Robert M. McLaughlin, William J. Breslin, Victoria T. Mazgalev and Scott I. Golden

To provide an overview of the Commodity Futures Trading Commission’s (the “CFTC” or “Commission”) recent amendments to CFTC Rule 1.31, which sets forth recordkeeping…

Abstract

Purpose

To provide an overview of the Commodity Futures Trading Commission’s (the “CFTC” or “Commission”) recent amendments to CFTC Rule 1.31, which sets forth recordkeeping requirements for all records required to be kept pursuant to the Commodity Exchange Act (“CEA”) and Commission regulations.

Design/methodology/approach

This article discusses the significant May 2017 amendments to CFTC Rule 1.31 and the practical impact of these amendments for entities subject to the rule’s requirements.

Findings

The CFTC’s recordkeeping amendments do not impose any new substantive recordkeeping requirements, but modernize and make technology neutral the form and manner in which regulatory records must be kept. By eliminating a number of prescriptive and outdated requirements, the amendments should provide greater flexibility to “records entities” to adopt new technologies in response to evolving technological developments.

Originality/value

Practical guidance from experienced commodities, futures and derivatives lawyers.

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Article
Publication date: 5 May 2015

John E. Sorkin, Abigail Pickering Bomba, Steven Epstein, Jessica Forbes, Peter S. Golden, Philip Richter, Robert C. Schwenkel, David Shine, Arthur Fleischer and Gail Weinstein

To provide an overview of the guidance for proxy firms and investment advisers included in the Staff Legal Bulletin released this year by the Securities and Exchange…

Abstract

Purpose

To provide an overview of the guidance for proxy firms and investment advisers included in the Staff Legal Bulletin released this year by the Securities and Exchange Commission (SEC) after its four-year comprehensive review of the proxy system.

Design/methodology/approach

Discusses briefly the context in which the SEC’s review was conducted; the general themes of the guidance provided; the most notable aspects of the guidance; and the matters that were expected to be, but were not, addressed by the SEC.

Findings

The guidance does not go as far in regulating proxy advisory firms as many had anticipated it would. The key obligations specified in the guidance are imposed on the investment advisers who engage the proxy firms. The responsibilities, policies and procedures mandated do not change the fundamental paradigm that has supported the influence of proxy firms – that is, investment advisers continue to be permitted to fulfill their duty to vote client shares in a “conflict-free manner” by voting based on the recommendations of independent third parties, and continue to be exempted from the rules that generally apply to persons who solicit votes or make proxy recommendations.

Practical implications

The SEC staff states in the Bulletin that it expects that proxy firms and investment advisers will conform to the obligations imposed in the Bulletin “promptly, but in any event in advance of [the 2015] proxy season.”

Originality/value

Practical guidance from experienced M&A lawyers.

Details

Journal of Investment Compliance, vol. 16 no. 1
Type: Research Article
ISSN: 1528-5812

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Article
Publication date: 31 October 2018

Stuart Gelfond, Una Dean, Dave N. Rao and Justin Sedor

To discuss the new guidance on public companies’ disclosure obligations regarding cybersecurity risks and incidents, which was recently unanimously approved by the…

Abstract

Purpose

To discuss the new guidance on public companies’ disclosure obligations regarding cybersecurity risks and incidents, which was recently unanimously approved by the Securities and Exchange Commission (SEC).

Design/methodology/approach

Outlines the general disclose requirements and the materiality standard set forth by the SEC, explains specific guidance on public company cybersecurity disclosure, and discusses cybersecurity risk management and insider trading policies.

Findings

In addition to clarifying the disclosure requirements with respect to cybersecurity issues, the article discusses two additional areas of concern identified by the New Guidance that public companies should consider in the context of cybersecurity and related disclosure. First, public companies must design and maintain policies and procedures to help manage cybersecurity risks and respond to incidents as they occur. Second, public companies should consider adopting insider trading policies that specifically prohibit management and other corporate insiders from trading on the basis of material non-public information regarding a cybersecurity risk or incident.

Originality/value

Practical analysis of the guidance on disclosure obligations regarding cybersecurity risks and incidents, including discussion surrounding two aspects of cybersecurity not previously addressed in prior SEC staff guidance on the topic.

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Article
Publication date: 13 June 2008

Valerie Ford Jacob, Daniel J. Bursky, Stuart H. Gelfond, Michael A. Levitt, Paul D. Tropp and Vasiliki B. Tsaganos

The purpose of this paper is to describe recent amendments to Rule 144 of the Securities Act of 1933 concerning holding periods and resale of privately placed securities.

Abstract

Purpose

The purpose of this paper is to describe recent amendments to Rule 144 of the Securities Act of 1933 concerning holding periods and resale of privately placed securities.

Design/methodology/approach

The paper describes key changes with respect to shortened holding periods, elimination of most requirements for non‐affiliates, and relaxation of requirements for sale of debt securities.

Findings

The paper finds that the SEC has adopted significant amendments to Rule 144 that will increase the liquidity of privately placed securities and ease the burden on issuers caused by having to grant burdensome registration rights. The amendments shorten the holding periods before affiliates and non‐affiliates may sell restricted securities and otherwise loosen restrictions on the public resale of equity and debt securities acquired in private placements.

Originality/value

The paper is a useful guide to rule changes written by experienced securities lawyers.

Details

Journal of Investment Compliance, vol. 9 no. 2
Type: Research Article
ISSN: 1528-5812

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Article
Publication date: 3 June 2014

Abigail Pickering Bomba, Steven Epstein, Philip Richter, David Shine, John E. Sorkin and Gail Weinstein

To inform on recent developments in shareholder activism, a phenomenon well-documented in North America and Europe and now spreading to Latin America, and summarize the…

Abstract

Purpose

To inform on recent developments in shareholder activism, a phenomenon well-documented in North America and Europe and now spreading to Latin America, and summarize the key considerations for corporate boards.

Design/methodology/approach

The article discusses a recent development involving Cartica Capital, a USA hedge fund and minority shareholder in CorpBanca, a Chilean bank pursuing a merger with Itau Unibanco Holding SA, Latin America’s biggest bank by market value, Cartica.

Findings

Shareholder activism will continue to be an expanding global phenomenon.

Practical implications

Boards must continue to plan accordingly when structuring a strategic transaction, both in and outside the USA market.

Originality/value

Practical overview of recent developments in shareholder activism with a review of the key considerations for practitioners.

Details

Journal of Investment Compliance, vol. 15 no. 2
Type: Research Article
ISSN: 1528-5812

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Article
Publication date: 26 August 2014

Walid Khuri, Robert M. McLauglin, David S. Mitchell and David W. Selden

To provide an overview of a new, streamlined process from the Division of Swap Dealer and Intermediary Oversight (DSIO) of the Commodity Futures Trading Commission (CFTC…

Abstract

Purpose

To provide an overview of a new, streamlined process from the Division of Swap Dealer and Intermediary Oversight (DSIO) of the Commodity Futures Trading Commission (CFTC) by which a commodity pool operator (CPO) may request expedited no-action relief for failure to register under Section 4m(1) of the Commodity Exchange Act if such CPO has designated another, registered CPO to serve as the CPO of the commodity pool.

Design/methodology/approach

Explains the background to the CPO registration no-action relief related to CPO delegation and the streamlined process for requesting no-action relief, including the procedure for requesting relief and the applicable criteria that must be satisfied to utilize the streamlined process.

Findings

By providing an alternative, streamlined process for requesting no-action relief from CPO registration in the context of delegation arrangements in certain circumstances, the CFTC staff is attempting to facilitate obtaining such relief, particularly since relief may be sought on behalf of multiple commodity pools by means of a single request. However, the criteria that must be fulfilled in order to utilize the streamlined process are not necessarily applicable to all CPOs and in all scenarios. Thus, certain CPOs may need to request no-action relief outside of the new, streamlined process or consider alternative fund structures.

Originality/value

Practical guidance from experienced asset management lawyers.

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Article
Publication date: 12 September 2008

William McGuiness, Peter L. Simmons, Robert C. Schwenkel and John E. Sorkin

The purpose of this paper is to explain the implications of a June 11, 2008 decision by the US District Court for the Southern District of New York in CSX Corp. v. The…

Abstract

Purpose

The purpose of this paper is to explain the implications of a June 11, 2008 decision by the US District Court for the Southern District of New York in CSX Corp. v. The Children's Investment Fund Management (UK) LLP concerning beneficial ownership and reporting obligations under Section 13(d) of the Securities Exchange Act of 1934 for long parties to cash‐settled total return equity swaps.

Design/methodology/approach

The paper summarizes the decision, discusses the court's analysis as written by Judge Lewis A. Kaplan, notes the court's limitation of its ruling to the facts of the case, explains why two funds that “compare notes” may be considered a group, discusses the permanent injunction against the defendants enjoining them from future violations of Section 13(d), and analyzes the implications of the judge's decision.

Findings

A new decision by the federal district court in New York creates uncertainty regarding whether the long party to a cash‐settled total return equity swap will be deemed to beneficially own the publicly traded reference security for purposes of Section 13(d) of the Securities Exchange Act of 1934. Holders of cash‐settled total return swaps have historically relied on the absence of the legal right to vote or dispose of the reference security as a basis not to file a 13D with respect to the shares referenced in those swap contracts. The new decision casts doubt on that reasoning, and finds that an investor that consciously structured its swap contracts to try to end‐run its otherwise applicable reporting obligations was deemed to beneficially own the shares subject to the swaps, and accordingly had violated Section 13(d) by failing to file a Schedule 13D in the required time.

Practical implications

The ruling is important for financial institutions and investors who deal in derivatives such as equity swaps and who must determine whether and when reporting under Section 13(d) is required.

Originality/value

The paper is an analysis and provides guidance by experienced securities lawyers.

Details

Journal of Investment Compliance, vol. 9 no. 3
Type: Research Article
ISSN: 1528-5812

Keywords

1 – 10 of over 2000