Mergers & Acquisitions: From the First Conversation to the Final SEC Filing
Inside Securities Law with Frederick M. Lehrer A merger or acquisition is more than a business transaction. For a public company, every stage raises questions about material information, disclosure obligations, regulatory compliance, and investor protection.…
What this episode covers
Inside Securities Law with Frederick M. Lehrer A merger or acquisition is more than a business transaction. For a public company, every stage raises questions about material information, disclosure obligations, regulatory compliance, and investor protection.…
- A merger or acquisition is more than a business transaction.
- In this episode, securities attorney and former SEC enforcement attorney Frederick M.
- The central question: What does a public company need to disclose, when must it disclose it, and what happens when it gets that judgment wrong?
- Securities and Exchange Commission, where he served for nine years in the Division of Enforcement.
- His practice emphasizes accurate, defensible disclosures informed by his experience investigating securities violations and evaluating corporate conduct from a regulatory perspective.
Full Transcript
Mergers & Acquisitions: From the First Conversation to the Final SEC Filing
Inside Securities Law with Frederick M. Lehrer
A merger or acquisition is more than a business transaction. For a public company, every stage raises questions about material information, disclosure obligations, regulatory compliance, and investor protection.
In this episode, securities attorney and former SEC enforcement attorney Frederick M. Lehrer walks through the M&A process from the perspective of a public company's disclosure responsibilities.
From initial discussions and negotiations to definitive agreements, due diligence, shareholder communications, closing, and final SEC filings, the episode examines when information may become material, what must be disclosed, and how companies can avoid costly mistakes.
The discussion addresses Form 8-K reporting, transaction-related disclosures, the timing of public announcements, and the importance of maintaining an accurate disclosure record throughout the transaction.
The central question: What does a public company need to disclose, when must it disclose it, and what happens when it gets that judgment wrong?
Host Bio
Frederick M. Lehrer is a securities attorney and former enforcement attorney with the U.S. Securities and Exchange Commission, where he served for nine years in the Division of Enforcement. He also served as a Special Assistant United States Attorney.
With more than 25 years in private practice, Lehrer advises public and private companies on securities compliance, mergers and acquisitions, SEC reporting, corporate finance, registration statements, and going-public transactions.
His practice emphasizes accurate, defensible disclosures informed by his experience investigating securities violations and evaluating corporate conduct from a regulatory perspective. Frederick M. Lehrer, P.A.
Links & Resources
Frederick M. Lehrer — Securities Attorneyhttps://securitiesattorney1.com/
About Frederick M. Lehrerhttps://securitiesattorney1.com/about/
Inside Securities Law Podcasthttps://securitiesattorney1.com/podcast/
Corporate Law & Mergers and Acquisitionshttps://securitiesattorney1.com/services/corporate-law/
The Other Side of the Table — Bookhttps://securitiesattorney1.com/book/
Contact Fredflehrer@securitiesattorney1.com(561) 706-7646
Disclaimer
This podcast is provided for general educational and informational purposes only and does not constitute legal advice. Listening does not establish an attorney-client relationship.
Suggested YouTube Title:Mergers & Acquisitions: What Public Companies Must Disclose to the SEC | Frederick M. Lehrer
This transcript is published for general information only. It is not legal advice, and listening to or reading it does not create an attorney-client relationship.
Authoritative Sources
- SEC Form S-1 — Registration Statement Under the Securities Act — U.S. Securities and Exchange Commission
- 17 C.F.R. Part 229 — Regulation S-K — Electronic Code of Federal Regulations
- SEC Enforcement Manual, Division of Enforcement — U.S. Securities and Exchange Commission
- SEC Division of Enforcement — Litigation Releases — U.S. Securities and Exchange Commission
- 17 C.F.R. Part 240 — General Rules and Regulations, Exchange Act — Electronic Code of Federal Regulations
- SEC EDGAR — Full-Text Search of Company Filings — U.S. Securities and Exchange Commission
Primary sources are cited so readers can verify the law directly. Rules and staff guidance change; see our editorial and corrections policy to report an error or an outdated citation.