A NOTE FROM THE AUTHOR
This blog generally reports on securities and capital markets developments and stays away from opinion and personal commentary. But, I am making an exception for an exceptional reason. When I began practicing, the managing partner of my then firm, who became and remains my mentor, gifted me a copy of a book that had been published just a couple of years earlier, Corporate Finance and the Securities Laws. It was then one volume. I still have it, though it is now dog-eared, Diet Coke- and coffee-stained, and all the worse for the wear. He told me it was the only thing worth reading if I wanted to be a “real deal lawyer.” Being a committed nerd, I took it home that weekend and read it cover to cover. Later, I joined the bar association. At a regular meeting of the ABA’s Federal Regulation of Securities Committee, as a very young associate I met one of the book’s authors, Joe McLaughlin. Joe is one of a group of leading securities lawyers that I have been fortunate enough to meet over the years through the bar association and who have generously shared their time and advice. At least for me, the bar association fulfilled an important role. It connected me with people like Joe. Over the years, whether working on SEC comment letter drafts or through regular bar association meetings, we all got to know one another. I continued to refer to the book when I had questions, though I now recognized the writer’s voice from many conversations. Many more years later, when I decided to write something that was specifically focused on exempt offerings and hybrid offerings like PIPE transactions and registered direct offerings, which had become central to my practice, I set out to model it on Charlie and Joe’s book in terms of its practical approach. It was a compliment when Joe agreed to write a recommendation for that book in 2009. And now, I am enormously pleased to be able to contribute to the book as Joe’s co-author. Our first update is available today, December 8th, see the book’s dedicated page on our blog. I hope to continue Charlie and Joe’s example going forward.