We are pleased to make available to you our quarterly update on dealmaking market trends and legal developments for Q3 2012.

In our quarterly update materials, we share the key trends in:

  • venture capital and emerging growth investing (overall investment decreased on a quarterly basis by 12% – software remained robust while investment in biotech companies increased 64% over Q2 levels)
  • venture capital fundraising (consolidation continued with less capital going into a smaller number of funds, with the top 5 venture capital funds accounting for 55% of total fundraising for Q3)
  • private equity (deal flow dropped significantly on a year-over-year basis but only slightly on a sequential basis, with robust activity in the middle market)
  • capital markets and initial public offerings (Q3 2012 saw a drop in volume in the IPO market on a sequential basis, but venture-backed IPO activity and total offer amount increased dramatically from Q3 2011)
  • mergers and acquisitions (tech M&A spending fell on both a year-over-year and sequential basis, as large buyers continued to maintain significant cash stockpiles)

In addition to sharing our observations on the key trends in each of these areas, we summarize significant legal developments that impacted them, including:

  • summaries of rulemaking resulting from the new Jumpstart Our Business Startups Act, including new rule proposals designed to permit general solicitation and general advertising in securities offerings
  • a new FINRA rule that applies prospectively to private placements whereby firms must file the required offering documents electronically through the FINRA Firm Gateway
  • a new expansion of the definition of “publicly traded” debt as issued in a final regulation by the IRS
  • a new Delaware Supreme Court decision affirming that a company had breached two confidentiality agreements when it used confidential information acquired during its merger negotiations to initiate a hostile bid and proxy contest, even though neither confidentiality agreement included an express standstill provision
  • new joint final rules adopted by the CFTC and SEC pursuant to the Dodd-Frank Act defining the terms “swap” and “security-based swap”
  • newly enacted Delaware amendments to the Delaware General Corporation Law and the LLC, Partnership and Limited Partnership Acts
  • a new Delaware Supreme Court decision affirming unprecedented damages of over $2 billion and $304 million in attorney’s fees

To view and print our quarterly update materials, please click below:

Third Quarter Update 
Second Quarter Update 
First Quarter Update

Fourth Quarter Update 
Third Quarter Update 
Second Quarter Update 
First Quarter Update

We hope you find this information useful and would be happy to answer any questions you might have regarding the update.


Louis Lehot and Kevin Rooney