Free PLUS Webinar
SPAC and Related IPO Litigation As It Has Evolved and The Current State of SEC Regulation of Disclosure
September 23, 2021
Wednesday, September 22, 2021
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SPACS have gone through many changes since the start of 2020. During 2020 and continuing through the first quarter of 2021, there were record numbers of SPAC IPO’s which were designed to finance acquisitions of operating companies. Celebrities were involved in a number of these SPAC companies. Generally no acquisition target had been identified at the time of the IPO. As time has gone on, there has been an increase in the amount of litigation involving SPACS, the IPO process and the "de-SPAC-ing" acquisition. There are also a variety of legal theories with various types of participants in the SPACS as plaintiffs and defendants. Many believe there is much more litigation to come. This situation has resulted in underwriting challenges for many carriers who participate in underwriting risks relating to SPAC transactions. A relatively new development is the SEC signaling an intended increase in regulation of SPAC transactions and disclosures.
The all-star panel for this discussion will be Kevin LaCroix, Deirdre Martin, Kieran Hughes and Gina Ferrari. It will be moderated by Greg Markel.
This webinar is free and available to PLUS members and non-members.
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This webinar is not eligible for CE/CLE credit.
|Thursday - September 23|
|1:00 pm - 2:00 pm|
SPAC and Related IPO Litigation As It Has Evolved &and The Current State of SEC Regulation of Disclosure
Join us for this free webinar at 1:00 pm Central Time.
Giovanna Ferrari,Lead of West Coast Commercial Litigation and member of the National Litigation Leadership Team, Seyfarth Shaw LLP
Kieran Hughes, Senior Vice President, Senior Claims Counsel, McGriff Executive Risk Advisors
Kevin M. LaCroix, RPLU, Executive Vice President, RT ProExec, a division of R-T Specialty, LLC
Deirdre Martin, Senior Vice President, Chief Underwriting Officer, Sompo International
|Deirdre Martin (PANELIST)
<div style="text-align:center;font-family:'Calibri';font-size:11.00pt;"><span style="font-family:'Calibri';font-size:11.00pt;"> <p> Deirdre Martin is Chief Underwriting Officer for the Commercial Management Liability and Financial Institutions division with Sompo International with responsibility within the United States. In this role, Deirdre collaborates with underwriting, legal, product and claims leadership toward the development and implementation of the division’s underwriting strategies and processes, while maintaining responsibilities for broker and client relationships with Sompo.<br/><br/> Deirdre is a graduate of Providence College. She is a past Co-Chair for the PLUS D&O Symposium and currently serves as a Committee Member for D&O and for the PLUS Conference. Deirdre also serves as a Trustee of the Board for The Bridge, an organization formed to foster an inclusive network that among Financial Lines professionals with the goal of developing and advancing high potential women in order to increase the number of diverse colleagues in senior roles. </p>
|Sompo International||SPAC and Related IPO Litigation As It Has Evolved &and The Current State of SEC Regulation of Disclosure|
|Giovanna Ferrari (PANELIST)
<div style="text-align:center;font-family:'Calibri';font-size:11.00pt;"><span style="font-family:'Calibri';font-size:11.00pt;"> <p> Gina focuses on complex commercial litigation, securities litigation, and class action defense. She frequently serves as lead trial and arbitration counsel in "bet-the-company" cases throughout the US. <br/><br/> Clients call on Gina when they have high-stakes fraud and contract disputes, and to advise on their Environmental, Social, and Corporate Governance ("ESG") Initiatives. Gina focuses on commercial and business counseling and litigation for all industries, with an emphasis on the financial services, government contractor, and retail/hospitality industries. She defends companies against contract disputes, fraud and misrepresentation claims, securities fraud and director and officer liability claims, common law and statutory business tort claims, and California statutory consumer fraud claims. Gina also has experience defending and prosecuting misappropriation of trade secret claims, construction claims, and real estate disputes. She has litigated employment matters including wage and hour class actions, discrimination and harassment claims, and California Labor Code violation claims. <br/><br/> Gina litigates bet-the-company cases nationwide. She is uniquely qualified to bring her institutional knowledge of client culture and goals to high-stakes matters wherever her clients face those disputes. Based on her extensive trial experience, she effectively analyzes business and financial risk. Those skills aren't only applied in litigation. Her experience helps clients develop annual business goals and forecast overall litigation risk. <br/><br/> For many firm clients, Gina is the go-to trial counsel. She is on several elite panels to handle complex matters. Gina is also on several firm client teams focused on helping clients meet and set business goals. She is the co-Chair of the firm’s Global ESG, Corporate Citizenship & Human Rights group that helps companies provide an improved ESG structure that impacts all their stakeholders, long-term. <br/><br/> Gina is incredibly practical in all of her cases. She does what needs to be done to win - nothing more and nothing less. Gina is also solutions-oriented. Her goal is to get the client to yes, not to be overwrought about risk. She crafts creative and alternative solutions that may not be apparent at first blush. Since she's frequently working with witnesses and jurors on a variety of complex matters in highly-regulated industries, she learns different and new business models, technical matters, and how to communicate with different personalities with ease. <br/><br/> <strong>Education</strong> <ul style="list-style-type:disc"> <li>JD, University of San Francisco School of Law, Magna cum laude</li> <li>BA, University of California, Los Angeles, Political Science</li> </ul> <br/> <strong>Admissions</strong> <ul style="list-style-type:disc"> <li>California</li> </ul> <br/> <strong>Courts</strong> <ul style="list-style-type:disc"> <li>US Court of Appeals, Ninth Circuit</li> <li>United States Court of Federal Claims</li> <li>US Armed Services Board of Contract Appeals</li> <li>US District Court, Central District of California</li> <li>US District Court, Eastern District of California</li> <li>US District Court, Northern District of California</li> <li>US District Court, Southern District of California</li> <li>California Supreme Court</li> </ul> </p>
|Seyfarth Shaw LLP||SPAC and Related IPO Litigation As It Has Evolved &and The Current State of SEC Regulation of Disclosure|
|Gregory Markel (MODERATOR)
<div style="text-align:center;font-family:'Calibri';font-size:11.00pt;"><span style="font-family:'Calibri';font-size:11.00pt;"> <p> Greg Markel is a nationally recognized trial lawyer, is chairman of the Litigation Department of Seyfarth Shaw LLP’s New York office, is Co-Chair of the national Securities Litigation Practice, and is a member of the National Litigation Leadership Team. Mr. Markel has extensive experience in securities litigation, corporate governance litigation, corporate investigations, mergers and acquisition litigation, directors and officers defense, and antitrust litigation particularly in large, complex cases. He has also been an expert witness on the securities laws of the United States in foreign litigation. <br/><br/> He is a recognized leader in the profession. He has for years been ranked by <em>Chambers</em> for Securities Litigation. He was named by Best Lawyers as M&A Litigation, Lawyer of the Year, for 2018. <em>LawDragon</em> magazine inducted Mr. Markel into its Hall of Fame and recognized Mr. Markel as a “legend” and one of only 50 lawyers and judges in the legal profession in the United States who was named to the <em>Law Dragon</em> 500 for 10 consecutive years. Benchmark named him as a National Litigation Star. He is also a Legal 500 Leading Commercial Litigator, He has also been recognized by many other publications including <em>Super Lawyers</em> which rated him as one of the Top 100 Lawyers in New York, he is currently recognized for outstanding performance by Best Lawyer’s in America in commercial litigation, securities litigation, merger litigation and antitrust litigation, “Best in Class” in the legal profession by BestofUS.com, The International Who’s Who of Commercial Litigators and many others. He has won a lifetime achievement award from Who’s Who in America. <br/><br/> Mr. Markel is a graduate of Yale Law School, the University of Michigan with an MBA with distinction and Columbia University. <br/><br/> He is a member of the Business Law, Litigation and Antitrust sections of the American Bar Association; the Federal Bar Council; the City Bar Committee on Securities Litigation; the Securities Industry Association - Compliance & Legal Division, and the New York State Bar Association - Commercial Litigation Section. He is the recipient of the Burton Award for Distinguished Legal Writing in 2007, 2016 and 2018. He is the Chair for the Center for Corporate Governance of the New York County Lawyers Association. Greg has been co-chair of the New York City Bar’s annual Securities Litigation Institute for a number of years and frequently speaks on panels and writes on a range of topics, such as director’s and officer’s liability, securities litigation, commercial litigation, accountants’ defense, law firm management and Internet litigation. </p>
|Seyfarth Shaw LLP||SPAC and Related IPO Litigation As It Has Evolved &and The Current State of SEC Regulation of Disclosure|
|Kevin LaCroix (PANELIST)
<div style="text-align:center;font-family:'Calibri';font-size:11.00pt;"><span style="font-family:'Calibri';font-size:11.00pt;"> <p>Kevin LaCroix is an Executive Vice President at RT ProExec, Beachwood, Ohio, a division of R-T Specialty, LLC. RT ProExec is an insurance intermediary focused exclusively on management liability issues. Kevin is also the author of the Internet weblog, <em>The D&O Diary</em>, <a href="http://www.dandodiary.com">http://www.dandodiary.com</a>, which the <em>New York Times</em> called “influential” and the <em>Wall Street Journal</em> described as “widely followed.”<br/><br/> Kevin has been involved in directors’ and officers’ liability insurance issues for more than 35 years. He began his career as a coverage attorney and partner at the Washington, D.C. law firm of Ross, Dixon and Bell. More recently, Kevin served as President of Genesis Professional Liability Managers (GPLM), a D&O insurance underwriter and part of the Berkshire Hathaway group of companies.<br/><br/> Kevin speaks frequently on D&O issues. Kevin has served as a faculty member of the Stanford Law School Directors’ College. He also invited to speak at the University of Connecticut Law School, Fordham Law School, the University of Pennsylvania Law School, the Antonin Scalia Law School at George Mason University, Loyola University of Chicago Law School, the Professional Liability Underwriting Society, the American Bar Association, China Council for the Promotion of International Trade (CCPIT) [Beijing], <em>Federação Nacional de Seguros Gerais</em> (FenSeg) [São Paulo], Euroforum <em>Haftplicht</em> [Hamburg], the Australian Professional Indemnity Group (APIG) [Sydney], the Financial Lines Forum [Zurich], and <em>Bima Gyaan</em> [Mumbai].<br/><br/> Kevin’s comments on D&O liability and insurance issues have appeared in a wide variety of publications, including the New York Times, Wall Street Journal, Washington Post, Financial Times, National Public Radio, American Public Media’s Marketplace, American Banker, San Francisco Chronicle, Bloomberg, and the Dow Jones Newswire.<br/><br/> Throughout his career, Kevin has been active in the Professional Liability Underwriting Society (PLUS), serving on its Board of Trustees from 1999 to 2005, and as its President in 2004. In 2008, Kevin received the PLUS Founder’s Award, given annually to the PLUS member who has made “lasting and outstanding contributions” to PLUS. <br/><br/> In December 2014, Kevin received the inaugural Person of the Year (USA) award from the insurance information firm, Advisen. This annual award, which is determined by a vote of industry professionals, is given to the “most influential management liability industry professional” in the United States. In 2015, Kevin was selected by industry professionals in Advisen’s annual Executive Risk Awards as Industry Legend of the Year. <br/><br/> Kevin is a graduate of the University of Virginia and of the University of Michigan Law School. Kevin is a member of Phi Beta Kappa. </p>
|Kieran Hughes (PANELIST)
<div style="text-align:center;font-family:'Calibri';font-size:11.00pt;"><span style="font-family:'Calibri';font-size:11.00pt;"> <p> Kieran Hughes is a member of the McGriff Executive Risk Advisors team having joined the Company in July 2020 as Senior Vice President and Senior Claims Counsel. Hughes joined McGriff having left AIG after 17 years where he had most recently been Vice President of Financial Lines Claims, National/Multinational Accounts. In that role, he was responsible for overseeing the handling of Directors and Officers liability claims including SEC, DOJ and other regulatory proceedings, securities class actions, derivative lawsuits, stakeholder actions, collective actions in foreign jurisdictions, M&A and employment practices claims. He worked with clients proactively to resolve matters by direct settlement negotiations or through alternate dispute resolution where he mediated over 100 significant claims. <br/><br/> Prior to joining AIG, Hughes spent 17 years practicing law during which time he earned the designation of Certified Civil Trial Attorney from the New Jersey Supreme Court - a designation at the time that was held by approximately three percent of the active attorneys in the State. As a litigator, Kieran sat first chair in several dozen jury trials. He was a law clerk to the Hon. Edward F. Neagle, Jr in the Superior Court of New Jersey. <br/><br/> Kieran holds a B.A. degree in Journalism, Political Science and English Literature from Rutgers’ The State University of New Jersey and a J.D. from Seton Hall University, School of Law. He is a frequent speaker on a variety of topics but most notably on Directors & Officers Liability, D&O Trends and Developments, Mergers & Acquisitions, Social Media, Current Trends, Issues and Developments in Employment Law and Public Speaking. </p>
Webinar PowerPoint slides (if provided) and recording will be made available here.