Webinars

Past Webinars

February 22, 2021

COVID-19 Considerations for SEC Reporting Companies

In 2021, the COVID-19 pandemic continues to raise a number of issues specific to public companies that file reports with the U.S. Securities and Exchange Commission.

During this webinar, our experts will address these issues, specifically among the following:

  • SEC COVID-19 guidance
  • SEC disclosure topics
  • Risk factors and forward-looking information disclosures
  • Non-GAAP COVID-19 measures
  • Considerations for correcting or updating disclosures
  • Earnings releases, earnings calls
  • Regulation FD issues
  • Insider trading, share repurchase and enforcement issues
  • Shareholder meeting logistics

After this session, attendees will be able to:

  • Identify several ways in which the COVID-19 pandemic impacts public company disclosure
  • Understand guidance that the SEC has provided with respect to the COVID-19 pandemic
  • Consider whether adaptation or initiation is needed for any corporate procedures in light of the COVID-19 pandemic

*CLE is approved or in the process of approval for CLE credit. The type of credit allowed will be determined by the state governing MCLE Board. Contact cle@lexisnexis.com regarding state accreditation status. 

NOTE:  If you are licensed in New York, this content is appropriate for both newly admitted and experienced New York attorneys.  Although, this content is appropriate for all New York attorneys, newly admitted attorneys cannot earn CLE credit for the completion of the course when presented via webinar or webcast. 

Please Note: Recordings of CLE webinars do not qualify for CLE credit.

REGISTER

January 5, 2021

A Whirlwind Recap of the SEC’s Principal 2020 Rulemakings

Given that 2020 was such a tumultuous year, even the most dedicated securities lawyer may have missed a rule change or two. The Securities and Exchange Commission (SEC) was also particularly busy. Under the leadership of SEC Chair Clayton, the SEC had one of its busiest rulemaking years in history.

During this session, we will provide a recap of the most significant rulemakings of 2020, covering the following:

  • Financial Disclosures About Guarantors and Issuers of Guaranteed Securities
  • Securities Offering Reform for BDCs and Closed-End Funds
  • Amendments to Financial Disclosures about Acquired Businesses
  • Amending the “Accredited Investor” Definition
  • Amendments to the Exempt Offering Framework
  • Modernization of Regulation S-K Items 101, 103 and 105
  • Amendments to MD&A
  • Modernization of Shareholder Proposal Rules/14a-8

After this session, attendees will:

  • Understand the amendments to rules and disclosure requirements by the U.S. SEC in 2020, utilizing this knowledge on a day-to-day basis to advise/practice
  • Understand these new amendments, especially amendments to Financial Disclosures about Acquired Businesses; the “Accredited Investor” definition; the Exempt Offering Framework; and MD&A, among others
  • Become familiar with the updates the SEC has made to Reg S-K, specifically for Items 101, 103 and 105
  • Become familiar with the updates in the SEC Shareholder Proposal Rules

*CLE is approved or in the process of approval for CLE credit. The type of credit allowed will be determined by the state governing MCLE Board. Contact cle@lexisnexis.com regarding state accreditation status. 

NOTE:  If you are licensed in New York, this content is appropriate for both newly admitted and experienced New York attorneys.  Although, this content is appropriate for all New York attorneys, newly admitted attorneys cannot earn CLE credit for the completion of the course when presented via webinar or webcast. (NY has issued a temporary ruling that newly admitted attorneys can receive Skills credit via webinar or webcast through January 31, 2021 due to COVID-19.)

Please Note: Recordings of CLE webinars do not qualify for CLE credit.  

WATCH

December 9, 2020

Time to Get Ready: Preparing for the 2021 US Proxy & Annual Reporting Season

Preparation is key to a successful proxy and annual report season, and with the challenges presented in 2020, it’s not too early to get started. As you evaluate how COVID-19 needs to be discussed in various contexts in annual filings with the SEC, advance planning will ensure a smoother process.

Join our experts for a free, Intelligize-sponsored CLE* webcast on Wednesday, December 9, 2020 at 1 p.m. EST, Time to Get Ready: Preparing for the 2021 US Proxy & Annual Reporting Season to discuss key considerations and unique challenges for your 2021 reporting.

Topics included:

  • COVID-19 guidance
  • COVID-19 proxy statement and Form 10-K disclosure considerations
  • Virtual meetings
  • D&O questionnaires
  • Pay ratio disclosure
  • Say-on-pay
  • Human capital and ESG disclosures
  • Shareholder proposals
  • Proxy voting advice amendments
  • Amendments to business, risk factors and litigation S-K items
  • MD&A matters

Speakers:

Candace Jackson
Senior Associate, Mayer Brown

Christine McDevitt
Associate, Mayer Brown

Anna Pinedo
Partner, Mayer Brown

Christina Thomas
Partner, Mayer Brown

Date: Wednesday, December 09, 2020

Time: 01:00 PM Eastern Standard Time

 

*CLE is approved or in the process of approval for 60 minutes of CLE credit. The type of credit requested is General/Skills. The type of credit allowed is determined by the state governing MCLE Board. If you are licensed in New York, this content is appropriate for both newly admitted and experienced attorneys. Although this content is appropriate for all New York attorneys, newly admitted attorneys cannot earn CLE credit for the completion of the course when presented via webinar or webcast.

WATCH

September 21, 2020

Getting social (without the distance): How investors are looking for the “S” in “ESG”

The global pandemic and the social climate have exposed how crucial the health and safety of employees, customers and communities are to the longevity of your business. When disclosing ESG metrics, social factors can no longer be lumped in with environmental and governance issues.  Stakeholders are seeking deeper information about a company’s social impacts as a standalone consideration.

Investors are increasingly concerned about topics like board diversity, return-to-work policies, transparency around political spending, racial injustice and human capital management.

Furthermore, the pool of institutional investors that integrate ESG factors into their investment and voting decisions is rapidly growing, as is the expectation for companies to incorporate a social narrative and disclose information on societal factors – something that is difficult to quantify.

Register to attend this webinar to learn:

  • How IR professionals need to adapt their story about the companies’ purpose in relation to the core business strategy.
  • The latest trends in shareholder proposals that are focused on social impacts and how IR can engage around these issues.
  • Discover the societal issues that investors want your board and CEO to be able to speak clearly and confidently on, and how you can prepare them.

 

Rebecca Corbin, Founder and CEO, Corbin Advisors
Shannon Nelson, Vice President, Americas Investment Stewardship Team (BIS), BlackRock
Maureen Wolff, CEO, Sharon Merrill

 

WATCH

July 16, 2020

Changes to the Securities Offering Process: Confidential Submissions, Test the Waters and Direct Listings

Direct listings as an alternative to traditional IPOs has generated increased attention in recent months. U.S. or foreign-domiciled companies can choose to register its securities under the ’34 Act and list its stock directly on a national securities exchange without offering its securities at the same time.

The SEC’s Division of Corporation Finance recently changed its policy and now allows an issuer to submit for confidential review a Form 10 or Form 20-F for this purpose.

Join our experts for a free, Intelligize-sponsored CLE* webcast on Wednesday, August 12, 2020 at 1 p.m. EDT, “Changes to the Securities Offering Process: Confidential Submissions, Test the Waters and Direct Listings.”

During this Intelligize webinar, we will cover:

  • Expanded Confidential Review of Registration Statements
  • Expanded Ability to Engage in Test the Waters Communications
  • Overview of Direct Listings
  • Documentation Requirements for a Direct Listing
  • Current Exchange Requirements, and Proposed Exchange Rules to Allow Fundraising in Direct Listings
  • Securities Liability, Tracing Requirements, and Related Considerations in Connection with a Direct Listing

 

Speakers:

 

Brian Hirshberg
Counsel, Mayer Brown

 

Anna Pinedo
Partner, Mayer Brown

WATCH

June 9, 2020

Developments affecting social media usage by issuers and regulated entities

The growing use of social media has created challenges for federal securities regulators, who must enforce antifraud rules that were written at a time when the prevailing technology was the newspaper.

This webinar addresses how federal regulation of securities has evolved in the face of the growing use of social media by investors, securities issuers, broker-dealers, investment advisers and investment companies.

Specific topics that will be covered include,

  • Regulation FD and disclosing material nonpublic information;
  • Securities offering communications, non-GAAP measures, key performance indicators (KPIs), and liabilities for misstatements or omissions;
  • FINRA and social media rules applicable to broker-dealers; and
  • NFA advertising rules applicable to CPOs and other NFA regulated parties.

After this session, attendees will:

  • Understand the evolution of federal securities laws addressing social media use.
  • Understanding the implications of social media use for public companies as well as general guidelines on what to avoid when using social media.
  • Understand Regulation FD and disclosure of material nonpublic information
  • Be familiar with federal regulations of securities offering communications and key performance indicators (KPIs) and understand liabilities for misstatements or omissions.
  • Understand guidance surrounding FINRA and social media rules applicable to broker-dealers.
  • Understand NFA advertising rules applicable to CPOs and other NFA regulated parties
WATCH