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Criminal Allegations Threaten Merger
Abbott Laboratories' $5.8 billion proposed purchase of Alere, a Massachusetts medical testing company, is in trouble now that multiple criminal allegations have been leveled against Alere. Abbott, apparently now reluctant, reportedly offered Alere around $50 million to release it from its agreement. Alere declined the offer, then claimed in an August 2016 suit that Abbott was dragging its feet due to a severe case of buyer's remorse.
The problems appear to stem from several legal actions now threatening Alere. The first sign of trouble came on Feb. 26, 2016, when Alere announced that it would delay the filing of its annual 10-K form with the U.S. Securities and Exchange Commission (SEC) because of concerns over its revenue recognition practices in Africa and China. The delayed form, finally filed in August 2016, contained little of major concern to the markets, but it did reveal the company's independent auditor's conclusion that Alere had not been maintaining effective internal controls over its financial reporting process. The company's August 2016 filing also showed revised financial results for fiscal years 2013, 2014 and three quarters of 2015.
The DOJ's Corporate Enforcement Policy: One Year Later
The DOJ's Criminal Division issued three declinations since the issuance of the revised CEP a year ago. Review of these cases gives insight into DOJ's implementation of the new policy in practice.
The DOJ's New Parameters for Evaluating Corporate Compliance Programs
The parameters set forth in the DOJ's memorandum have implications not only for the government's evaluation of compliance programs in the context of criminal charging decisions, but also for how defense counsel structure their conference-room advocacy seeking declinations or lesser sanctions in both criminal and civil investigations.
Use of Deferred Prosecution Agreements In White Collar Investigations
This article discusses the practical and policy reasons for the use of DPAs and NPAs in white-collar criminal investigations, and considers the NDAA's new reporting provision and its relationship with other efforts to enhance transparency in DOJ decision-making.
Bankruptcy Sales: Finding a Diamond In the Rough
There is no efficient market for the sale of bankruptcy assets. Inefficient markets yield a transactional drag, potentially dampening the ability of debtors and trustees to maximize value for creditors. This article identifies ways in which investors may more easily discover bankruptcy asset sales.
A Lawyer's System for Active Reading
Active reading comprises many daily tasks lawyers engage in, including highlighting, annotating, note taking, comparing and searching texts. It demands more than flipping or turning pages.