The Importance of Cybersecurity in Mergers and Acquisitions

By: Nathaniel Reiff

In 2016, Marriott International, Inc. acquired Starwood Hotels & Resorts Worldwide for $13.6 billion “creating the world’s largest and best hotel company.” Little did Marriot know that Starwood’s guest reservation database provided unauthorized access of more than 500 million guest’s information. The leak revealed customer names, mailing addresses, phone numbers, email addresses, passport numbers, and potentially credit card numbers and card expiration dates.

“Marriott International Inc.’s revelation of a hack . . . highlights the hidden cybersecurity risks involved with mergers and acquisitions. . . . Even companies that thoroughly vet their targets can’t entirely avoid the possibility that they’re inheriting risks.” claims Bloomberg Law’s Privacy and Data Security reporter, Sara Merken. Such naivety engenders lawsuits against the acquirer, imposes damage to its reputation, and costs the company millions to remediate the hack. Continue reading »

ICO-Funded Startups Succumb to SEC’s Wrath

By: Nathaniel Reiff

Once considered a popular alternative method to funding a cryptocurrency startup, Initial Coin Offerings (“ICO”) have recently faced the ire of the U.S. Securities and Exchange Commission (“SEC”). A joint investigation by Yahoo Finance and Decrypt revealed that the agency sent out a series of information-seeking subpoenas to cryptocurrency startups, inquiring into their failure to sell their token, distributed cryptocoins purchased with fiat or virtual currency, exclusively to accredited investors. The SEC’s objective is to exert enough pressure on these companies to settle, in which dozens have already conceded by paying fines and refunding investors.

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Recent Lawsuits Could Pioneer Gig Economy Reform

By: Nathaniel Reiff you are an economist or financial analyst, the term “gig economy” might be foreign. However, the “gig economy” is growing readily more important in our daily lives with the prominence of mobile phone apps coupled with our desire for rapid convenience.,.

A gig economy is a free market system in which organizations and companies primarily contract with independent workers for short-term engagements. Non-profit business-research organization, Conference Board, defines gig workers as those who perform “non-core functions” that don’t require institutional knowledge but involve specific well-defined tasks where output is easily measured and monitored. Prominent companies that employ gig workers include Uber, Airbnb, and Grubhub. Although the number of independent contractors, temporary workers, and contract workers has actually remained relatively unchanged since 1995, according to Yahoo Finance, the transportation sector has seen a major increase in the percentage of self-employed workers over the last two decades. Continue reading »

Uber Trucks Towards IPO Hauling New Debt

By: Amber Razzano

The impending initial public offering of Uber Technologies, Inc. (“Uber”) in the coming year has sparked an inquiry into their current business model. Uber is known for its ride-hailing services, a seemingly unprofitable business connecting drivers with passengers. However, Uber has made attempts to diversify their portfolio. Uber has implemented new platforms such as Uber Eats, while also making investments in a self-driving car unit, bike-sharing, and electric-scooter sharing. Uber is also entertaining the addition of a new tractor-trailer rental business to help truckers haul freight throughout the country. As of September 2017, UberEats was the most profitable division of Uber. CEO Dara Khosrowshahi stated UberEats is growing over 200%, on track to book $6 billion over the next 12 months given current rates. In an interview with CNBC, Khosrowshahi stated, “Going forward, we’re deliberately investing in the future of our platform: big bets like UberEats; congestion and environmentally friendly modes of transport like Express Pool, e-bikes and scooters; emerging businesses like Freight; and high-potential markets in the Middle East and India where we are cementing our leadership position.” The company has recently been valued by Goldman Sachs Group Inc. and Morgan Stanley at $120 billion based on these diversifications.  Continue reading »

The European Union’s Animosity Toward Google

By: Nathaniel Reiff

Soon, there may be an exile of American tech companies in the European Union (“EU”). After a record 4.34-billion euro ($5 billion USD) fine imposed by EU antitrust regulators, Google has initiated an appeal claiming its Android mobile operating system did not stifle its rivals.

The appeal, filed with the General Court of the EU, comes after the European Commission claims the tech giant abused its market dominance since 2011. According to Reuters reporter Foo Yun Chee, “EU competition enforcers had said Google’s illegal practices included forcing [smartphone] manufacturers to pre-install Google Search and its Chrome browser together with its Google Play app store on their Android devices, . . . [and] also paid manufacturers to pre-install only Google Search and blocked them from using rival Android systems.”  Continue reading »

Remasters Won’t Receive New Copyright

By: Whitney Hosey, Editor-in-Chief

turntableThe Ninth Circuit recently held in ABS Entertainment, Inc. v CBS Corporation et. al.that “pre-1972 sound recordings were not entitled” to copyright protection under the Copyright Act.

The Plaintiff, ABS Entertainment, Inc. (“ABS”), attempted to file its digital remasters of several pre-1972 analog recordings as new copyrights. CBS Corporation and its affiliates (“CBS”) played ABS’ remastered songs on its radio and internet streams without ABS’ permission.  CBS paid royalties to the owner of the song rather than ABS and paid a license fee to Sound Exchange as required by the Sound Recording Act (the “Act”). ABS sued CBS alleging it was “publicly performing pre-1972 songs in violation of California state law.”

Prior to 1971, sound recordings were not covered by federal copyright law, while the music and lyrics were covered, the recordings themselves were not. Some states acted on their own to ensure copyright protection for the recordings. In 1971, Congress pass the Sound Recording Amendment making “sound recordings eligible for federal copyright.” However, the Act only provided such protection to recordings made after 1972. Therefore, anything recorded before that was only protected by state law. Continue reading »

Board of Director Compensation, Fixed by Directors, Is Presumed Fair Under Chapter 55 Amendments Pursuant to Followed Requirements

By:  Amber Razzano

In light of the news regarding Apple and Amazon’s new headquarters, the North Carolina General Assembly is taking steps to compete with other states for attracting these opportunities and additional corporate businesses. The North Carolina Business Corporation Act (“NCBCA”), codified in Chapter 55 of the North Carolina General Statutes, will take effect on October 1, 2018 (the “Act”). The 2018 amendments to the Act are consistent with changes made to the Model Business Corporation Act (the “MBCA”) and changes to state laws in other jurisdictions. The amendments to the Act cover nine principal topics, including changes that automatically affect the Board of Directors and Officers of public corporations. Continue reading »

Federal Drone Program Coming to an Airspace Near You

By: Killoran Long, Summer Blogger

Last October, the White House announced plans to “Make American Aviation Great Again” through a drone integration program to be run by the Department of Transportation (DOT). Officially dubbed the “Unmanned Aircraft Systems (UAS) Integration Pilot Program,” the program is described as “an opportunity for state, local, and tribal governments to partner with private sector entities, such as UAS operators or manufacturers, to accelerate safe UAS integration.”

The primary purpose of the Program is to improve airspace safety by updating outdated aviation regulations, while also identifying low-altitude airspace interests given the increasing number of drones – the more commonly used term for UAS – in operation. Beyond safety, however, the DOT believes the program could also create opportunities for commerce in industries like photography, emergency management, public safety, agriculture, and beyond. The selected participants will work with the DOT to collect drone data over the next two to three years related to: night flights, flights over people, flights beyond the pilot’s line of sight, package delivery, detect-and-avoid technology, and reliability and security of data links between pilot and aircraft. Continue reading »

A Massive Overhaul of Music Copyright Law is Just Around the Corner

By: Matthew Hooker, Summer Blogger laws may be getting a major overhaul soon. On June 28, 2018, the Senate Judiciary Committee approved a revised and amended version of the Music Modernization Act. The Act, if passed, will likely bring about the most dramatic changes to U.S. music copyright law since the Copyright Act of 1976. The House of Representatives already passed the bill in April 2018, so passage by the full Senate is the last big step before it lands on the president’s desk.  Continue reading »

Warning: Message from Unknown Sender

By: Killoran Long, Summer Blogger Even after the warning, you just can’t help yourself. You’ve opened the email from an unfamiliar web address, and boom! In just seconds, there goes all your data, and worse – all of your firm’s and clients’ data too.

Cyberattacks and data breaches are too often making headlines and creating headaches in today’s tech-reliant world. But how can individuals and firms protect themselves if and when they befall victim to such a breach?

Enter cyber insurance: a type of general insurance that covers “internet-based liability and risks,” developed with the intention to help entities “recover from a data breach or identity theft by mitigating all the costs that crop up in the aftermath.” Though most companies have been covered by some form of cyber protection under existing general or professional liability insurance policies,stand-alone cyber policies are relatively new to the market and have only been available for a little over a decade.  Continue reading »