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Use of Social Media in Offerings and Corporate Communications and by Registered Entities 2014


Speaker(s): Anna T. Pinedo, Jay G. Baris
Recorded on: Jan. 10, 2014
PLI Program #: 54673

Anna Pinedo is a partner in Mayer Brown’s New York office and a member of the Corporate & Securities practice. She concentrates her practice on securities and derivatives. Anna represents issuers, investment banks/financial intermediaries and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products. 

She works closely with financial institutions to create and structure innovative financing techniques, including new securities distribution methodologies and financial products. She has particular financing experience in certain industries, including technology, telecommunications, healthcare, financial institutions, REITs and consumer finance. Anna has worked closely with foreign private issuers in their securities offerings in the United States and in the Euro markets.

She also works with financial institutions in connection with international offerings of equity and debt securities, equity- and credit-linked notes, and hybrid and structured products, as well as medium term note and other continuous offering programs.

In the derivatives area, Anna counsels a number of major financial institutions acting as dealers and participants in the commodities and derivatives markets. She advises on structuring issues as well as on regulatory issues, including those arising under the Dodd-Frank Act. Her work focuses on foreign exchange, equity and credit derivatives products, and structured derivatives transactions. Anna has experience with a wide range of transactions and structures, including collars, swaps, forward and accelerated repurchases, forward sales, hybrid preferred stock and off-balance sheet structures. She also has advised derivatives dealers regarding their Internet sites and other Internet and electronic signature/delivery issues, as well as on compliance matters.

Anna regularly speaks at conferences and participates in panel discussions addressing securities law issues, as well as the securities issues arising in connection with derivatives and other financial products. She is the co-author of JOBS Act Quick Start, published by International Financial Law Review (2013; updated 2014, 2016); a contributor to OTC Derivatives Regulation Under Dodd-Frank: A Guide to Registration, Reporting, Business Conduct, and Clearing (Thomson Reuters, first ed. 2014, second ed. 2015, third ed. 2016, fourth ed. 2017); co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012; updated 2014, 2016); Liability Management: An Overview (2011, updated 2015), published by International Financial Law Review; co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014); co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011, updated 2014, third ed. 2017); and co-author of BNA Tax and Accounting Portfolio: SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Anna is also a contributing author to Broker-Dealer Regulation (2011, second ed. 2012), published by Practising Law Institute. She co-authored "The Approaches to Bank Resolution," a chapter in Bank Resolution: The European Regime (Oxford University Press, 2016). Anna contributed to The Future of Bank Funding and Capital: Solutions for Issuers, Opportunities for Investors (IFR Market Intelligence, 2009). Additionally, Anna co-authored "The Ties that Bind: The Prime-Brokerage Regulation," a chapter in Global Financial Crisis (Globe Law and Business, 2009); "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006); and "The Impact Security: Reimagining the Nonprofit Capital Market," a chapter in What Matters: Investing in Results to Build Strong, Vibrant Communities (Federal Reserve Bank of San Francisco and Nonprofit Finance Fund, 2017). Anna is a contributor to Practising Law lnstitute's "BD/IA: Regulation in Focus" blog.

Anna is a member of the American Bar Association's Committee on the Federal Regulation of Securities, a member of the subcommittee on Disclosure and Continuous Reporting, vice­chair of the subcommittee on Securities Registration and a member of the task force on the future of securities regulation.

She has participated in the drafting committee for the ABA's comment letters on such topics as securities offering reform, revisions to accelerated filing, smaller public company proposals and various JOBS Act-related matters. Anna also is a member of the ABA Committee on the Regulation of Futures and Derivatives Instruments. Anna is a chair of the Structured Products Association Legal, Regulatory and Compliance Executive Committee. She is a member of the Mortgage Bankers Association 's Mortgage REIT Council and a member of the MBA's Secondary & Capital Markets Committee.


Jay G. Baris
Partner, Morrison & Foerster LLP

Jay Baris is the chair of Morrison & Foerster’s Investment Management Practice. Mr. Baris represents investment companies, broker-dealers, investment advisers and other financial institutions in the full spectrum of financial services regulation. He helps clients develop new financial products that cross over banking, commodities, insurance and securities law.

Mr. Baris counsels independent directors on governance issues. He also advises mutual funds and investment advisers on mergers and acquisitions, reorganizations, compliance, exemptive applications and innovative regulatory issues. He has advised fund administrators and custodians on a wide range of contractual and operational issues.

Mr. Baris was recently recognized as an elite “Leading Lawyer” by the Legal 500 US 2013 guide to outstanding lawyers nationwide and has twice been nominated, in 2012 and 2010, for “Independent Fund Counsel of the Year” by Fund Directions (Institutional Investor). He is listed in Best Lawyers in America (2008-2014) for his work in corporate law, mutual funds law and financial services regulation law, as well as in Chambers USA 2009-2013, Legal 500 US 2009-2013, New York Super Lawyers (Securities and Corporate Finance) 2006-2012 and Super Lawyers Business Edition 2011. Mr. Baris was nominated for the “Fund Titan” Award (Outside Counsel Category) by Ignites.com in 2008.

Mr. Baris serves as vice chair of the Committee on Federal Regulation of Securities of the American Bar Association’s Business Law Section. Previously, he served as chair of the Subcommittee on Investment Companies and Investment Advisers from 2003-2009, and vice chair from 1999-2003 and 2009-2012. He also serves as a member of the Board of Advisors of The Review of Securities & Commodities Regulation and as chair of the Task Force on Investment Company Use of Derivatives and Leverage of the Committee on Federal Regulation of Securities.

An active speaker and writer on issues concerning investment management and the regulation of financial institutions, Mr. Baris has been published in a variety of trade and general interest publications, including Insights: The Corporate & Securities Law Advisor, The New York Times, The Wall Street Journal, The Washington Post, The Review of Securities & Commodities Regulation, Fund Action, The Review of Banking & Financial Services and USA Today Magazine.

Mr. Baris received his J.D. from Hofstra University and his B.A. from the State University of New York at Stony Brook. While at Stony Brook, Mr. Baris was a member of Phi Beta Kappa.

Education

State University of New York at Stony Brook (B.A., 1975)
Hofstra University School of Law (J.D., 1978)