What do you need to know to make it insider trading?
Poor Todd Newman and Anthony Chiasson, who were sentenced to four and a half years and six and a half years respectively in prison for trading on information that they got like fourth-hand from an investor relations employee at Dell who was never charged with a crime and still works in investor relations, will have their appeals heard by the Second Circuit tomorrow. Trading is only illegal insider trading if you have material nonpublic information that was disclosed in violation of a duty and for some personal benefit to the tipper, and while that standard is very low, it is not nothing. The question here is whether Newman and Chiasson needed to know that the tipper -- again, an IR guy who was never charged with a crime and was just talking to people in the course of his IR work -- received a personal benefit for his tips, which would seem hard for prosecutors to prove.
How does the SEC set its regulatory priorities?
I guess it's a good idea for the Securities and Exchange Commission to require brokers to "report every step they took to fill a customer’s order" so that customers can "defend against the predatory traders described by" Michael Lewis in "Flash Boys." Still the SEC's utter transparency in reacting to "Flash Boys" is a little weird; like, who put Michael Lewis in charge of securities regulation? "The SEC has said it’s reviewing every aspect of how stocks are traded, and regulators are trying to identify changes that could be implemented quickly," and "There is a lot of 'low-hanging fruit' that should be considered," according to SEC Commissioner Kara M. Stein. But if it's low-hanging fruit presumably it wasn't hanging any higher a month ago?
Should companies be able to use poison pills keep out activists?
I'm kind of a no. Here is Steven Davidoff at DealBook, who also seems a little skeptical. There's a hearing in Delaware court next week:
The question now is whether the judge in the matter, Vice Chancellor Donald F. Parsons Jr., upholds the old law or decides to rule the pill illegal and create new laws to deal with the new phenomenon of shareholder activism. It is truly the corporate question of our time.
Break down the silos.
Here is a story about how Barclays is "planning to exit large parts of its metals, agricultural and energy business," which is news as it's one of the top commodity-trading banks, and one of several who are cutting back on that business. But there's even more here, including that Barclays is also apparently merging its equities and fixed-income businesses. Mergers -- even internal mergers of business -- call for inspiring quotes, and oh boy does Barclays oblige:
“The intent is to drive efficiencies and synergies between the businesses,” one person close to the decision said. “You have to break down the silos.”
Bitcoin is nuts.
Here is a story about the CEO of Mt. Gox, the Bitcoin exchange that originally started as a Magic: The Gathering card exchange and ended as a ... well as a Bitcoin exchange with no bitcoins mostly. It starts with a somewhat difficult-to-understand vignette in which the CEO, Mark Karpeles, moved a bunch of bitcoins around during an online chat in June 2011 -- "the virtual equivalent of a bank manager flashing a wad of cash in a wallet to establish credit." But not just any bunch of bitcoins. A "Hitchhiker's Guide to the Galaxy"-themed bunch of bitcoins:
By moving 424,242 bitcoins, Karpeles, then 26, evoked the random number, 42, described as the "meaning of life" in Douglas Adams' sci-fi novel. "Don't come after me claiming we have no coins," Karpeles said, according to a transcript of that online discussion. "42 is the answer."
Come on. Anyway, now they have no coins, or I guess they found some, or something, I don't know. "Karpeles, who has said he is reluctant to appear in public because of safety concerns, relieves stress by driving around Tokyo at night in a Honda Civic he bought as a company car at Mt. Gox," probably with a towel.
Steve Jobs wasn't engaged in an illegal antitrust conspiracy, he was being "just kind of crazy." Eric Schneiderman has time to crack down on Airbnb. "China ‘erotic sector’ crackdown threatens global cognac industry." Stiffness optimized. Man will not jump off Mount Everest.
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