August 16, 2010
The Joint SEC-CFTC Concept Release on Swaps
As noted in this press release, on Friday, the SEC and CFTC jointly issued an “advance notice of proposed rulemaking” that requests public comment on defining certain key terms and prescribing regulations regarding “mixed swaps” as required by Title VII of Dodd-Frank. In other words, they issued a concept release.
Why did this project start with a concept release? I’m not sure, but I’m guessing it is part of the overall process to be “super duper” open about the Dodd-Frank rulemaking – and because it is being conducted jointly with the SEC and CFTC, this early input will help the agencies coordinate and get some kinks worked out prior to actually going out with proposals.
Trends in Going Concern Opinions
Recently, Audit Analytics released its annual “Going Concern” report – here’s some of the highlights:
– It is estimated that 19.8% of auditor opinions filed for year end 2009 will contain a qualification regarding the company’s ability to continue as a going concern.
– Year end 2007 received the highest number of going concerns for the decade (3284) with 2008 coming in at a close second (3275) and 2009 estimated to experience a drop (3007), mostly due to company attrition from the 2008 going concerns.
– An analysis of the 3,275 companies that filed a going concern in 2008 found that 205 of these companies filed a termination of registration with the SEC.
Use of ESOPs in Deals
In this DealLawyers.com podcast, Jude Carluccio of Barnes & Thornburg explains how ESOPs are being used in deals these days, including:
– How are ESOPs considered a special type of shareholder?
– What are recent examples of ESOPs being used in deals?
– What factors might lead an acquiror to consider using an ESOP in a deal?
– What are the types of issues that companies should consider before using an ESOP?
– Broc Romanek