Things are quiet around here. Too quiet. But there’s lots of good stuff in this week’s collection of links:
Milbank offers a concise overview of debt exchange offers. My take: hot topic, more common, but still rare because it’s so unwieldy compared to the alternatives and carries a stigma.
A&P article on the jurisdictional basis for the recent Siemens FCPA action: longest “virtually any transaction anywhere in the world, no matter how tangentially (if at all) it touches the US, can give rise to allegations of FCPA violations.” Longest long-arm ever?
O’Melveny memo on HSR filings required by stock grants to directors and officers. This is an oft unspotted issue. The FTC’s way of saying you have too much equity.
Nice survey by GDC of recent NPAs and DPAs with DOJ. Here’s hoping you never need this.
Another helpful survey from GDC: It reviewed bid documents made available under FOIA to figure out how the FDIC chose the winning bidder for BankUnited.
Wisdom from Strine: the “fact that something is cool doesn’t mean a court should decide it.” From Emulex transcript available at Deal Prof.
Michael Lewis on AIGFP. An unexamined crisis is not worth having. What governance model would prevent this? Mulling over this article, I keep thinking of William Goldman’s adage “no one knows anything.”
Is a new “bankslaughter” crime the answer? It is popular to criminalize stupidity, but once you start where do you stop? And it would also criminalize risk.
MoFo treatise on tender offer issues in debt buybacks and exchanges. Appears to be by Dave Lynn.
FINRA provides free bond pricing data for corporate and other issuers. Now those of us without Bloomberg terminals on our desks can check the credit market’s opinion of a company in seconds.
Useful overview from STB of recent indenture-related cases, including Amylin, Petrohawk and BearingPoint.