2016-07-19

Stay connected to the top weekly SEC transactions with the SECurities Digest Newsletter from Business Law Center on WestlawNext. With Business Law Center, you\’ll get the deal and SEC filing highlights you need delivered right to your inbox.

See below for featured transactions in each of the following categories:

Mergers & Acquisitions

Offering Summaries

No-Action Letters

SEC Comment Letters

International Prospectuses & 144As

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THIS WEEK’S FEATURED TRANSACTIONS:

Mergers & Acquisitions See all recent M&A >

Target

Acquiror

Amount

Description

Filing Date

Deal Summary

Odeon and UCI Cinemas Holdings Ltd.

AMC Entertainment Holdings, Inc.

$1.2 Billion

Cash/stock acquisition of European theater chain. Stock consideration is subject to six month holding period.

July 12, 2016

Deal Summary

Thomson Reuters Corp. – IP & Science Business

Thomson Reuters Corp IP & Science Business SPV

$3.55 Billion

Sale of business division to private equity funds affiliated with Onex Corporation and Baring Private Equity Asia.

July 11, 2016

Deal Summary

Sagent Pharmaceuticals, Inc.

Nichi-Iko Pharmaceutical Co., Ltd.

$723 Million

Cash two-step tender offer/merger by Japanese pharmaceutical company. A significant minority shareholder has agreed to tender their shares.

July 11, 2016

Deal Summary

Offering Summaries See all recent Offering Summaries>

Issuer

Security

Amount

Description

Filing Date

Offering Summary

SolidX Bitcoin Trust

Shares

$1 Million

ETF that will seek to provide shareholders with exposure to the daily change in the price of bitcoin.

July 12, 2016

Offering Summary

Protagonist Therapeutics, Inc.

Common Stock

$75 Million

IPO by clinical-stage biopharma company developing a therapy for inflammatory bowel disease.

July 11, 2016

Offering Summary

CBS Radio Inc.

Common Stock

$100 Million

IPO for multi-city radio station owner. Parent intends to conduct tax-free split-off exchange offer following completion of lock-up period.

July 8, 2016

Offering Summary

International Prospectuses & 144As See all recent International Prospectuses >

Issuer

Security

Amount

Description

Filing Date

Filings

Quess Corp Ltd.

Equity Shares

INR 4 Billion

Regulation S IPO for Indian recruitment and temporary staffing provider.

July 4, 2016

Filings

Golden Haven Memorial Park, Inc.

Common Shares

PHP 778 Million

IPO for Philippine memorial park developer. Proceeds to be used for property acquisition and expansion.

June 14, 2016

Filings

ASIT biotech SA

New Shares

EUR 24 Million

IPO for Belgian clinical-stage biopharmaceutical company.

April 26, 2016

Filings

SEC Comment Letters See all recent SEC Comment Letters >

Issuer

Description

Filing Date

Documents

Catalent, Inc.

SEC seeks information on disclosure of changes in segment net revenues and income tax rate reconciliation table in form 10-K, and the use of non-GAAP performance measures in an earnings release.

June 13, 2016

Documents

Crocs, Inc.

SEC requests expanded disclosures on the cost of sales and impact on gross profit, specific country income tax expenses, segment revenue changes, senior revolving credit facilities and the identification of weaknesses in internal controls and procedures.

June 9, 2016

Documents

Avon Products, Inc.

Issuer agrees to expand disclosure surrounding a recently announced transformation plan and clarifies that transactions with Cerberus are part of that plan.

June 9, 2016

Documents

No-Action Letters See all recent No-Action Letters >

Issuer

Rule

Description

Filing Date

Letters

Flamel Technologies S.A.

Section 3(a)(10) of the 33 Act

SEC will not recommend action if shares issued in conjunction with a redomestication are issued without registration under the Securities Act.

July 15, 2016

Letters

Lockheed Martin Corporation

13e-4(d)(1)

SEC will not take action if Issuer conducts a split-off exchange offer. Split-off is being conducted as part of a Reverse Morris Trust transaction.

July 11, 2016

Letters

Oracle Corporation

14a-8(i)(10)

Company seeks to exclude Steiner / Chevedden proxy access proposal.

July 5, 2016

Letters

The post Your Securities Digest for July 18, 2016 appeared first on Legal Solutions Blog.

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