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Corporate Finance and the Securities Laws » (4th Edition)

Book cover image of Corporate Finance and the Securities Laws by Charles J. Johnson

Authors: Charles J. Johnson Jr., Joseph McLaughlin, Jr. Johnson
ISBN-13: 9780735563100, ISBN-10: 0735563101
Format: Ringbound
Publisher: Wolters Kluwer Law & Business
Date Published: September 2006
Edition: 4th Edition

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Author Biography: Charles J. Johnson

Book Synopsis

In this reference for lawyers and corporate financial professionals, securities lawyers Johnson and McLaughlin examine transactions in which business corporations raise funds both in the US and international capital markets. They explain the legal environment in which capital market transactions take place, as well as the capital market transactions to which the environment is always trying to adapt. This third edition is updated to reflect recent changes that affect how public offerings and private placements are put together, with in-depth coverage of the impact of Sarbanes-Oxley on disclosure requirements, new standards for IPO allocations, the reduced role of analysts in security offerings, and the SEC proposed rules on asset- backed securities. Annotation ©2004 Book News, Inc., Portland, OR

Table of Contents

Ch. 1Overview of the Securities Act of 1933 and the integrated disclosure system1
Ch. 2Syndicate procedures and underwriting documents65
Ch. 3Selected issues in the registration and distribution process121
Ch. 4Manipulative practices and market activities during distributions231
Ch. 5Liabilities and due diligence305
Ch. 6Rules of the self-regulatory organizations391
Ch. 7Private placements459
Ch. 8Shelf registration (Rule 415)561
Ch. 9International financings665
Ch. 10Commercial paper769
Ch. 11Innovative financing techniques825
Ch. 12Convertible, exchangeable and "linked" securities; warrants865
Ch. 13Transactions with securityholders : stock repurchases, debt restructurings and rights offerings911
Ch. 14Asset-backed securities987

Subjects