iVLG News Roundup Week 10 2014: Bitcoin Turmoil and Creator’s ID?; CNN Flips Zite to Flipboard; SEC Employees Make Insider Trading Gains?

Bitcoin Turmoil and Creator’s ID Apparently Revealed

After the Mt. Gox bankruptcy unfolded last week, this week brought news that the CEO Autumn Radtke of First Meta bitcoin exchange died under suspicious circumstances in Sinapore. And Canada based bitcoin bank Flexcoin revealed it was shutting down after being robbed of $600k worth of bitcoin. The response to the Flexcoin theft was muted in wake of the ~$350 million Mt. Gox heist. And in response to the Mt. Gox debacle, Japan decided bitcoin is not a “cryptocurrency” and announced regulations and taxes that treat bitcoin like a tangible commodity.

What’s more, Newsweek revealed the apparent name and location of the alleged creator of bitcoin inviting ire from many, especially after the 64 year old California resident led press...

— Gideon Dionne

Corporate Finance & Securities

SEC Issues No-Action Letter for M&A Brokers

The SEC recently issued a no-action letter that provides relief for mergers and acquisitions brokers from certain federal registration requirements. Now, subject to certain restrictions, brokers can facilitate transactions without needing to register as a broker-dealer under Section 15(b) of the Exchange Act.

Background on Broker-Dealer Registration

Under federal law, a broker is “any person engaged in the business of effecting transactions in securities for the account of others.” So, if you receive compensation for connecting the buyer of business with the business it ends up acquiring, and the transaction is a purchase of company stock, you’re a broker. The SEC Guide to Broker-Dealer Registration provides the following examples of activities (assuming that compensation was received for these activities) that would qualify...

— Kyle Hulten

Business Startup

iVLG News Roundup Week 8 2014: Mergers and Acquisitions for Google (and Apple?); Tesla Celebrates in Seattle; Seattle to Host First Bitcoin ATM (not)

Google Continues Mergers and Acquisitions Spree Buying Spider.io to Protect Ad Revenue Web

Google announced Friday that it has acquired London based ad fraud detection group Spider.io, which is led by a small team of talented developers. The firm specializes in discovering pay per click ad fraud, which has for a long time cost web marketers big money. Terms of the acquisition weren’t announced. Considering Google makes money from clicks, it may seem like the fox is now guarding the hen house. But a more appropriate analogy is probably that Google’s Spider.io is now guarding its massive online advertising web.

Tesla Beats Washington State Auto Dealers and Does Not Deny Apple Acquisition Rumors

Tesla won a victory at the Washington State Legislature this week...

— Gideon Dionne

Business Startup

iVLG News Roundup Week 3 2014: Net Neutrality Gutted; Google Buys Nest; “First World Problem Delegation” Platforms Exec and Handybook; Retailer Data Security Woes Continue

Net Neutrality Under Pressure after Court Ruling

The US Court of Appeals for the DC Circuit issued an opinion this week that substantially undermines net neutrality. The ruling essentially said that Verizon Communications was exempt from treatment as a common carrier, and thus free to restrict use on the networks it owns. The argument for net neutrality generally is that it protects consumers and small businesses, since it prevents companies from slowing service to sites who don’t pay a toll to the providers. This is especially important since internet service providers have come to look a lot like monopolies in some places. The general argument against net neutrality is that it is inefficient, stifles innovation, and prevents companies from exercising control over the networks their investors...

— Gideon Dionne

Business Startup

iVLG News Roundup Week 2 2014: Snapchat, Target, and Customer Data; Harvard Law Expellee Again Behaving Badly?; Russian Venture Capital

Public Outrage Over Data Security Breaches: Take Care of (Likely) Your Company’s Most Valuable Asset

Snapchat’s Continuing PR Fails (Victories?) To follow up with our readers on Snapchat’s data breach PR difficulties that we discussed last week, CEO Evan Spiegel battled with Forbes staff regarding comments he made to the magazine for its cover article about the Snapchat leader. The comments suggested that the 23 year old CEO had made Facebook’s Zuckerberg acquiesce to his whim by coming to Los Angeles just before Spiegel turned down Zuckerberg’s $3 billion buyout offer. At least Snapchat managed to come around to issuing an apology for the data breach that caught our attention last week.

Target’s Customer Data “Floodgates” Apparently Open Speaking of data breaches, Target announced that its original...

— Gideon Dionne

Business Startup

iVLG News Roundup Week 1 2014: Jos. A. Bank Updates Poison Pill; Acquisitions: Bump and PopCap Fallout; Snapchat Data Security Fail; 2014 Economic Boost?

Mergers and Acquisitions

Jos. A. Bank Amends Poison Pill in Response to Men’s Wearhouse’s Unsolicited Bid The clothing retailer Jos. A. Bank amended its shareholder rights plan today to prevent rival retailer Men’s Wearhouse from acquiring it without a “level playing field.” The amendment came in response to Men’s Wearhouse’s unsolicited bid to purchase Jos. A. Bank in November, which followed an attempt by Jos. A. Bank to takeover Men’s Wearhouse via an unsolicited bid in October.

After Jos. A. Bank’s $2.3 billion October bid, which Men’s Wearhouse rejected, Men’s Wearhouse amended its shareholder rights plan to alter the poison pill threshold to apply if an outside investor acquires 10 percent or more of its common stock, or if an institutional investor takes...

— Gideon Dionne

Mergers & Acquisitions

Due Diligence | Part 6 | Material Contracts and Information

We continue our series on due diligence and our series on the purchase and sale of a business by tackling—yes, this word was chosen in part because of last night’s pre-season opener for our Seahawks—the next phase of due diligence: material contracts. So far we have covered the financial, legal, and operational issues associated with the due diligence process. In today’s post, we’re exploring one of the more time-consuming aspects of due diligence, reviewing every material contract of the target company.

Who, What, When, Where (and How?) As we have been discussing throughout this series, it’s incredibly important to know the business you are acquiring in and out. This includes examining every contract the company has entered into and is bound by at...

— Gavin Johnson

Mergers & Acquisitions

AB InBev in the Middle of the Record Flood of Antitrust Suits

Anheuser-Busch InBev NV’s $20.1 billion proposed takeover of Mexican beer distributor Grupo Modelo SAB has come to a halt after the Justice Department has filed suit to block the merger. This suit comes as part of a flurry of civil antitrust cases, signalling what many some believe to be the Obama administration’s increased willingness to intervene in the markets.

Currently there are seven antitrust cases in litigation, the most ever at one time. A spokeswoman for the Justice Department stated, “if the parties are not willing to offer a remedy or enter into a settlement that resolves our competitive concerns, we are prepared to litigate.”

This attitude is in stark contrast to the Bush administration. There was far less emphasis on the...

— Gavin Johnson

Business Startup

iVLG News Roundup Week 52: Acquisitions; Antitrust Chief Confirmed; Gates Gets Richer

Mergers and Acquisitions

Avis Purchasing Zipcar for $500 Million The Avis Budget Group announced Wednesday that it will purchase Zipcar for $500 million cash. The deal signals a new direction for Avis. The car rental industry has become more and more competitive with Hertz recently purchasing Dollar Thrifty, and several car rental companies jumping on the hourly rental bandwagon.

Avis is seeking to attract a younger, progressive market with its recent acquisition of Zipcar, as Zipcar members tend to be younger, more urban individuals as opposed to the traditional business or tourist market that Avis currently targets. Zipcar currently has over 760,000 members in 20 metropolitan areas in the U.S., Canada, and Europe, many of which are located near college campuses. Avis offered...

— Gavin Johnson

Business Startup

iVLG News Roundup Week 50: UBS Settles; Knight Capital Merges; Amazon Buys; Instagram Frustrates; NYSE Sells

Securities Regulation

UBS Settles for $1.5 Billion We reported last week about the Swiss banking giant’s proposed settlement with global authorities. Well, the settlement is now final. UBS agreed to pay $1.5 billion in fines to settle claims against it for a multi-year scheme to manipulate interest rates, so called “rate-rigging.”

This settlement is the largest to date related to rate-rigging. The fine is one of the biggest sanctions ever levied by both American and British authorities, falling just below the $1.9 billion settlement levied against HSBC last week over money laundering claims.

Mergers and Acquisitions

Knight Capital and Getco Announce Merger Plan Knight Capital nearly collapsed last summer after a $440 million trading glitch. Getco, a major shareholder of Knight, was one of the many...

— Gavin Johnson