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Press Release

Herrick Develops Customized Transaction Structure to Assist Ubiquity, Inc. Ahead Of Potential Nasdaq Listing
October 3, 2014
New York, NY – October 3, 2014 – Herrick, Feinstein LLP announced today that it developed a customized transaction structure for Ubiquity, Inc. (OTCBB: UBIQ, “the Company”), which addressed potential adverse selling pressure in the Company’s common stock and allowed it to move forward with its plan to seek an “uplisting” to NASDAQ. The transaction structure may be employed on behalf of public companies with a range of complex and stepped shareholder classes.
Media Mention

Lines Blur When Lobbyists Invest in Industries They Represent
December 26, 2013 -- The Wall Street Journal
Herrick Corporate Department Co-Chair Irwin A. Kishner was quoted in the Wall Street Journal article "Lines Blur When Lobbyists Invest in Industries They Represent." In the article, which reports on the laws and regulations concerning political lobbyists' use of market-moving information, gleaned from government sources, Mr. Kishner says, "it is illegal to make trades based on information from a company, but it can be entirely legal if you trade on information from the government. Clearly, that's a window that needs to be shut.”
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Former U.S. CFTC Commissioner Jill E. Sommers Gives Keynote Address at Herrick's Seventh Annual Capital Markets Symposium
October 2, 2013
Herrick held its seventh annual Capital Markets Symposium today, featuring a keynote address by former commissioner of the U.S. Commodity Futures Trading Commission, Jill E. Sommers.
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Richard M. Morris quoted in Pensions & Investments article, “Hedge Fund, Private Equity Firms Feeling New Registration Push”
July 22, 2013 -- Pensions & Investments
Herrick Partner Richard M. Morris was quoted in a Pensions & Investment article, analyzing the SEC’s increasing focus on hedge fund and private equity firms. The SEC's interest in fee-related activity has some predicting increased oversight, including a possible move to register them as broker-dealers.
Media Mention

Regulators Eye Chinese Wall for Reverse Mergers
September 13, 2011 -- Compliance Week
Irwin Kishner notes that the major stock exchanges' regulations regarding companies that want to go public in the U.S. via a reverse merger are attributable to some highly publicized frauds and collapses of share prices among Chinese companies that employed reverse mergers. The major exchanges now require companies that want to go public via reverse mergers to to file annual reports with the SEC, list for at least a year on a regulated exchange and maintain a minimum share price.
Media Mention

Entergy Louisiana chalks up another securitization deal
July 11, 2011 -- SNL Energy Finance Daily
In the wake of a Louisiana company's plan to issue $200 million in securitized bonds to recover costs it incurred when a power plant project was canceled, Mahendra Churaman decries investors' fears regarding ratepayer-backed securities. He says they have been unfairly blemished by subprime mortgage-backed securitized bonds. He points out that ratepayer-backed securities are bonds backed by millions of customers who consume an essential necessity, making them a nearly sure bet for investors and a good deal for issuers as well.
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Recent Trillion-Dollar Filings Suggest Weakness In SEC System
June 16, 2011 -- Wall Street Journal.com
Corporate partner Stephen Fox, who represents public companies in SEC filings issues, and litigation partner Steven Feldman, who handles white collar criminal and securities matters, are quoted in this article, which describes how a Texas man filed apparently false documents with the SEC that purported to indicate that he held trillions of dollars worth of stock shares. In some cases, the filings -- if true and accurate -- would have meant that he held more shares than the issuing company had issued. Stephen Fox describes public company filings, and Steven Feldman describes possible civil and criminal liability. A different version -- also quoting both Herrick attorneys -- ran on the Dow Jones Newswire.
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The Berkshire Bombshell
March 31, 2011 -- CNBC's Power Lunch
Steven Feldman analyzes for a live network audience the possible criminal or civil liability facing David Sokol, the Berkshire Hathaway executive who resigned amid news he bought shares in a company that Berkshire Hathaway later acquired, as well as his possible defenses and corporate governance issues.
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Berkshire Brand Tarnished?
March 31, 2011 -- CNBC's Power Lunch
Steven Feldman analyzes for a live network audience Berkshire Hathaway's corporate governance issues and the possible criminal or civil liability facing David Sokol, the Berkshire executive who resigned amid news he bought shares in a company that his employer later acquired. Steven disusses market manipulation, insider trading, the current climate involving insider trading, as well as possible defenses and the notion that it is far from clear that there was any wrongdoing.
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SEC order against Hackensack company is rare
March 2, 2011 -- The Record
Louis Goldberg says the SEC's denial of a New Jersey company's request to withdraw its plans to conduct an initial public offering can be due to a variety of reasons: an inquiry by its enforcement division, adverse financial issues, or a company's attempts to sell shares privately. Whatever the reason, he says, the denial will complicate any effort by Wave2Wave to raise capital in private or public markets.
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Gerova Financial Unit’s Assets Were Questioned in SEC Wells Notice
January 25, 2011 -- Forbes.com
Arthur Jakoby is quoted, and our representation of Stillwater Capital Partners is noted, in the blog entry “Gerova Financial Unit’s Assets Were Questioned in SEC Wells Notice,” which discusses the Wells Notice that Stillwater received in June 2010.
Media Mention

SEC Rule Has Swaps Traders Running Scared
January 12, 2011 -- Hedge Fund Alert
Patrick Sweeney notes that a new SEC rule -- which traders did anticipate -- covers security-based swaps for the life of the contract. Pat notes that under the newly promulgated rule, traders can be liable in cases of ordinary disputes about calculating values or netting cash payments.
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Facebook's Private Days Numbered
January 7, 2011 -- Investor's Business Daily
Stephen Fox points out the irony that Facebook's business model encourages sharing of information over personal privacy, while its corporate model puts a premium on keeping its financials close to the vest. Stephen made his remarks in an article about the Goldman Sachs investment in Facebook and the question of whether Facebook will be able to remain a private company for long.
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Once on Sleepy Beat, Regulator Is Suddenly Busy
November 5, 2010 -- The New York Times
Therese Doherty, who routinely represents financial institutions before the CFTC, says the regulator has grown in size and stature, but also in ambition. The CFTC's goal to regulate a wider swath of the market will present new challenges even as it ramps up its operations.
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A market test for renewable energy
September 23, 2010 -- European Energy Review
Mahendra Churaman examines the prospects for an IPO planned by the Italian utility company Enel and expresses skepticism regarding the share price. The overall spottiness in the IPO market and Enel's insistence on offering the shares now leads him to predict that investors will want to perceive a discounted price for the shares.
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Amazon could pay for Kindle sales coyness
December 31, 2009 -- Reuters
Stephen Fox says that public companies need not report product-specific revenues unless those revenues comprise such a significant portion of overall earnings that they are "material." He notes that there is no bright line rule on when companies must report product-specific revenues, but that the size of those earnings -- relative to overall earnings -- is one significant factor in determining materiality.
Media Mention

How Can Hedge Fund of Funds Managers Manage a "Liquidity Mismatch" Between Their Funds and Underlying Hedge Funds?
October 7, 2009 -- The Hedge Fund Law Report
Hedge funds have come to realize that meshing hedge fund strategies and private equity strategies in the same fund does not work well, Irwin Latner says. As a result, hedge funds are generally getting better at matching their liquidity and their portfolios.
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CIT Expects Loss of $1.5 Billion, May Seek Bankruptcy
July 21, 2009 -- Bloomberg News
CIT's acknowledgement in regulatory filings that it might have to seek bankruptcy protection despite an agreement with bondholders is to be expected because of securities regulations and concerns on the part of analysts, Rick Morris tells Bloomberg.
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Herrick is significantly strengthening its Corporate Practice Group with the promotion of Stephen E. Fox to partner
January 2009 -- Herrick, Feinstein LLP
Stephen advises domestic and foreign public and private entities on corporate and securities matters, including public company securities law compliance, public and private offerings of debt and equity securities, mergers and acquisitions, hedge fund formation and compliance, venture capital and other strategic investments, and general corporate and securities counseling.
Media Mention

Gates Provide Safety Valves for Hedge Funds and Investors
April 15, 2008 -- The Hedge Fund Law Report
Irwin Latner is quoted on investors' redemption requests and hedge funds' reactions.
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Citigroup Buys Parts of a Troubled Mortgage Lender
September 3, 2007 -- The New York Times
This story discusses the purchase by Citigroup -- which Herrick represented -- of a mortgage lender that had announced it was ceasing operations.
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Raising The Bar
November 20, 2006 -- Alternative Universe
Irwin Latner is quoted regarding the possibility of raising the limits for hedge fund investors and the likely implications.
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Goldstein Asks SEC for Hedge-Fund Filing Exemption
October 24, 2006 -- Bloomberg News
Irwin Latner is quoted regarding the constitutionality of a Congressional requirement that hedge fund managers file reports under Section 13F of the Exchange Act.
Media Mention

Distressful Opportunities
February 20, 2006 -- Barron's
Scott Tross is quoted in a story that examines how delinquent and defaulted commercial loans are purchased by funds and opportunistic investors.