Your Securities Digest for December 5, 2016

December 5, 2016

SECurities Digest NewsletterStay connected to the top weekly transactions with the SECurities Digest Newsletter from Business Law Center on Westlaw. 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
CLARCOR Inc. Parker Hannifin Corporation $4.3 Billion Cash acquisition of industrial and environmental filtration maker. December 1, 2016 Deal Summary
Electric Lightwave, Inc. Zayo Group Holdings, Inc. $1.42 Billion Cash merger with privately-owned telecom services provider. Acquiror has obtained debt commitments to ensure all payments. November 30, 2016 Deal Summary
SquareTrade, Inc. The Allstate Corporation $1.4 Billion Cash acquisition of consumer protection plan provider from Bain Capital. Transaction is subject to U.S. and U.K. regulatory approval. November 28, 2016 Deal Summary

 

Offering Summaries See all recent Offering Summaries

Issuer Security Amount Description Filing Date Offering Summary
Mylan N.V. Senior Notes $7.5 Billion Exchange offer to register 6 tranches of Senior Notes, on two separate prospectuses within one filing. December 1, 2016 Offering Summary
BioCrude Technologies USA, Inc. Common Stock $46.75 Million Piggyback IPO by recycling services company. December 1, 2016 Offering Summary
Voyager Therapeutics, Inc. Common Stock $75 Million Filing consists of a shelf base prospectus and a sales agreement prospectus for a continuous equity (“at the market”) offering. December 1, 2016 Offering Summary

 

International Prospectuses & 144As See all recent International Prospectuses >

Issuer Security Amount Description Filing Date Filings
Anacle Systems Limited Shares HKD 60.3 Million IPO for Singapore commercial property and energy management software developer. Proceeds will be used to expand offerings, strengthen marketing efforts, make acquisitions and build a new production facility. November 30, 2016 Filings
CSC Financial Co Ltd Shares HKD 7.09 Billion Regulation S piggyback IPO for China-incorporated investment bank. The majority of proceeds will be used to invest in wealth management, trading and institutional client services businesses. November 29, 2016 Filings


SEC Comment Letters
 See all recent SEC Comment Letters >

Issuer Description Filing Date Documents
SunPower Corporation Issuer responds to SEC question on adjusting non-GAAP measures by stating it represents all of the differences between US GAAP and IFRS, not just those for specific transactions, and therefore should not be considered an individually tailored recognition method. October 31, 2016 Documents
Valeant Pharmaceuticals International, Inc. SEC has numerous comments on Issuer’s financial results press release, including use of individually tailored expense recognition methods and use of non-GAAP adjusted net income as a liquidity measure, which staff believes should be discontinued. October 28, 2016 Documents
KLX Inc. Issuer responds that SEC’s request for more detailed historical results of operations by segment cannot be provided, due to the small size of the segment prior to 2015. October 26, 2016 Documents

 

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

Issuer Rule Description Filing Date Letters
Ambac Financial Group, Inc. 14a-8(b) Issuer seeks approval to omit shareholder proposal that Board hire an investment banking firm to review strategic alternatives to enhance shareholder value. November 29, 2016 Letters
International Business Machines Corporation 14a-8(b) Issuer seeks approval to omit proposal that governing documents be amended to require an independent Chairman for the Board of Directors. November 29, 2016 Letters
Applied Materials, Inc. 14a-8(b) SEC concurs that Issuer may omit proposal to amend existing proxy access bylaws. November 23, 2016 Letters