Event Recap: Berkeley Sustainable Business & Investment Forum (Part II)

By Kevin Chiu, J.D. Candidate 2018 | Posted on

On November 10 & 11, 2015 the University of California, Berkeley School of Law and Berkeley Haas School of Business jointly hosted the inaugural Berkeley Sustainable Business & Investment Forum at the University Club on campus. Key players from across all industries and academia attended the two-day event to share perspectives and insight on evolving topics of risk management, capital investment, and sustainable business practices with a focus on long term growth and value creation for all stakeholders.

The event was co-sponsored by PepsiCo, Visa, and PriceWaterhouseCoopers (“PwC”). The forum focused on the advancement of risk management, capital allocation, and sustainable business practices, with an emphasis on long-term value-creation

This is part two of a three-part series dedicated to coverage of the event.

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Event Recap: Berkeley Sustainable Business & Investment Forum (Part III)

By Kevin Chiu, J.D. Candidate 2018 | Posted on

On November 10 & 11, 2015 the University of California, Berkeley School of Law and Berkeley Haas School of Business jointly hosted the inaugural Berkeley Sustainable Business & Investment Forum at the University Club on campus. Key players from across all industries and academia attended the two-day event to share perspectives and insight on evolving topics of risk management, capital investment, and sustainable business practices with a focus on long term growth and value creation for all stakeholders.

The event was co-sponsored by PepsiCo, Visa, and PriceWaterhouseCoopers (“PwC”). The forum focused on the advancement of risk management, capital allocation, and sustainable business practices, with an emphasis on long-term value-creation

This is part three of a three-part series dedicated to coverage of the event.

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GM Entering the Race toward the Future of Driverless Cars

By Thao Thai, J.D. Candidate 2018 | Posted on

With places like California, Nevada, Florida, Michigan, and D.C. already allowing autonomous car testing and federal legislation being considered to make such cars safer, driverless cars are in our near future. Google has been eager to dominate this untapped market, but it’s starting to see competition from large automakers. General Motors’ Cadillac CT6 will be the first GM model to be equipped with Super Cruise, a semi-autonomous system that permits hands-free driving on the highway.

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Square’s IPO and the Tech Industry

By By Kate Kennedy, J.D. Candidate 2017 | Posted on

Much speculation surrounded Square’s IPO. Facing a struggling IPO market and steep competition from companies such as Apple and PayPal, many wondered if Square could reach its fundraising goals. These fears were confirmed when Square set its IPO price at $9 per share, well below the expected range of $11-$13. However, after its public debut on November 18th, shares opened at $11.20, and at one point, increased more than 64 percent. Square closed its first day of trading at $13 per share, still 45 percent above its initial public offering price.

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Dual-Class Structure: An Option for Innovators and Market Stability

By Alvaro Pereira, L.L.M. Candidate 2016 | Posted on

A dual-class structure is a feature of corporate governance that allows for the creation of two categories of shareholders—each class with different voting rights. The increasing number of corporations adopting this type of structure before going public has recently made headlines in regulatory, professional, and scholarly circles. In spite of the critiques, there are reasons to believe that it is an important tool to promote innovation and prevent market volatility.

Much of the controversy surrounding differentiated shares boils down to discomfort with the fact that this structure inherently limits the rights of certain shareholders and broadens the rights of others. In this sense, it is no surprise that use of differentiated shares has been continuously debated since the Securities and Exchange Commission (“SEC”) unsuccessfully tried to ban them in the 1980s.

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Government Secures its First Win under Dodd-Frank Anti-spoofing Provisions

By Leke Badivuku, J.D. Candidate 2018 | Posted on

The Department of Justice (“DOJ”) has secured a criminal conviction in its first case concerning the manipulation of high-frequency markets by “spoofing” orders purposefully designed to influence movement within those markets. Michael Coscia was convicted of six counts of commodity fraud under 18 U.S.C. § 1348 and six counts of “spoofing” under 7 U.S.C. § 6c(a)(5)(C) after a reported jury deliberation lasting only one hour.

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Airbnb Raises $100 million in Latest Round of Funding

By Taylor Arabian, J.D. Candidate 2016 | Posted on

Airbnb, the San Francisco-based tech company that allows homeowners to rent their residences to visitors, recently completed a new round of funding that raised more than $100 million. This round of financing comes on the tail of a similar round this summer that raised more than $1.5 billion for the late-stage startup. The company’s valuation of $25.5 billion remained steady through the latest round.

In its latest quest for investor financing, Airbnb touted strong year-over-year growth and promising revenues to attract investors. In investor presentations, the company claimed $340 million in third-quarter revenues from approximately $2.2 billion in bookings. Those numbers were up sharply compared with the same period last year. Moreover, the company increased its 2015 revenue projections to $900 million, a $75 million increase over the $825 million projection issued in July.

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Pfizer and Allergan to Merge in $160 Billion Deal

By Vartika Jain, LL.M. Candidate 2016 | Posted on

On November 23, 2015, pharmaceutical giant Pfizer, Inc. announced a $160 billion merger deal with Allergan Plc that will create the world’s largest drug maker by sales, keeping pace with the unprecedented surge in healthcare mergers and acquisitions in 2015.

The combined entity will be renamed Pfizer Plc and its headquarters will be in Ireland, where the corporate tax rate is 12.5 percent, compared to 35 percent for a comparably sized company in the U.S. Post-merger, Pfizer shareholders are expected to own about 56 percent of the combined company, with the remaining 44 percent owned by Allergan shareholders. Expected to close in the latter half of 2016, the transaction is subject to certain closing conditions, including receipt of regulatory approvals in the U.S. and the European Union and the receipt of Pfizer and Allergan shareholders’ votes.

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Tax Bill Threatens the Dell-EMC Merger

By Aicha Ahardane, LL.M. Candidate 2016 | Posted on

Last October, Dell offered to buy EMC for $67 billion, making it the largest tech merger ever. This merger will create a new technology giant that will sell both consumer and IT products, ranging from personal computers to data storage gear for corporate data centers.

To finance this acquisition, Dell will use a combination of borrowed cash up to $49.5 billion and tracking stocks in an EMC subsidiary called VMware. The offer valued EMCat $33.15 a share, for which Dell will pay $24.05 in cash per share and give EMC shareholders a special stock that tracks the share price in VMware. Intended to offset the amount of debt Dell will take on, those tracking stocks seriously threaten the feasibility of the deal because of a possible $9 billion tax bill.

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Emergency Hearing Set for FanDuel and DraftKings

By Dori Kojima, J.D. Candidate 2016 | Posted on

On Wednesday, November 25th, while many households prepare for the Thanksgiving holiday, New York-based users of fantasy sports companies, FanDuel and DraftKings, will also be awaiting the outcome of an emergency hearing before the New York Supreme Court. The hearing could decide whether the companies receive a preliminary injunction to operate while the illegal gambling cases against them are pending, a process that could take over a year.

The hearing will be the latest match up in the ongoing public legal battle between New York Attorney General Eric Schneiderman and the two largest daily sports fantasy companies. On November 10th, Schneiderman sent “cease-and-desist” orders to FanDuel and DraftKings, instructing the companies to stop accepting illegal bets from New York residents. In response, FanDuel and DraftKings requested relief through a temporary restraining order to stop Schneiderman until the companies could present their cases. The court denied the companies’ requests but set the date for the emergency hearing.

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