Venture Briefing: March 7, 2018 Venture Briefing: March 7, 2018

Venture Briefing: March 7, 2018

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High Court Rejects Broader Protections for Whistleblowers
The U.S. Supreme Court adopted a narrow reading of the Dodd-Frank financial reform law that may make it more difficult for whistleblowers to sue employers for retaliating against them. The law's anti-retaliation provisions apply only if the whistleblower makes a complaint to the Securities and Exchange Commission, the justices said in ruling against Paul Somers. Sommers was a former employee of a real estate trust who claimed he was fired after he complained to top executives about possible misconduct in an Asian branch office.
(Source:, 2018-02-21) Read the full article
Survey Finds Professionals Expect New Tax Law to Impact M&A
The new tax law is anticipated to have a big impact on mergers and acquisitions, according to a new survey by Deloitte. Of the many changes in the new tax law, 35.7 percent of tax professionals and 40.3 percent of the M&A professionals polled said tax rate reduction would have the greatest impact on their organizations' M&A strategies.
(Source: Accounting Today, 2018-02-27) Read the full article
Corporations Announced Over $218B in Share Buybacks in February
U.S. corporations have announced more than $218 billion in share buybacks since Congress enacted the Republican tax overhaul in December, an investment research firm said. The California-based firm TrimTabs, which tracks corporate buybacks, said the value of buyback programs announced in February alone surged to $153.7 billion from $59.9 billion in January, smashing a previous monthly record of $133 billion in April 2015.
(Source: Reuters, 2018-02-28) Read the full article
Private Equity Firms Shift Strategies as Competition, Costs Rise
These days, mid-market private equity firms face competition from bulge bracket PE firms heading downstream, large corporations looking to accelerate growth, fundless sponsors doing one-off deals and family wealth offices bypassing PE firms to invest directly. To prevail, many PE firms are re-calibrating their approaches, often by lowering expectations for returns, lengthening hold times and accelerating the closing process.
(Source: Mergers & Acquisitions, 2018-02-20) Read the full article
Treasury Says it Will Close 'Carried Interest' Tax Loophole
The U.S. Treasury said it will close an unintended loophole created by the Republican tax overhaul that let some Wall Street financial managers dodge new limits on "carried interest" by operating as businesses known as S-corporations. Carried interest refers to a longstanding Wall Street tax break that let many private equity and hedge fund financiers pay the lower capital gains tax rate on much of their income, instead of the higher income tax rate paid by wage-earners.
(Source: Reuters, 2018-03-01) Read the full article
Venture Capital Can't Compete with ICOs for Blockchain Startups
Crunchbase News found that, for 2018, the amount of money being raised by blockchain and blockchain-adjacent companies via traditional VC rounds is on pace to surpass 2017's highs. But despite over $900 million in recorded venture funding in 2017, and over $375 million in known venture funding for the first two months of 2018 so far, traditional VC rounds -- convertible notes seed, angel, Series A, Series B, etc. -- now pale in comparison to ICOs in terms of dollar volume.
(Source: Crunchbase, 2018-02-28) Read the full article
NVCA Lays Out Steps for V.C. Firms to Address Sex Harassment
The National Venture Capital Association, the trade group representing American VCs, published a trove of HR documents encouraging firms to adopt new policies to define unacceptable workplace behavior. The paperwork describes what constitutes sexual harassment and discrimination, and outlines a procedure for handling complaints.
(Source: Bloomberg, 2018-02-22) Read the full article
Survey Finds Few Companies Have Succession Plans for CFOs
In a new Korn Ferry survey of 740 finance chiefs, only 34 percent of them said a succession plan is in place for their role. And 81 percent of the respondents said there is no internal, "ready-now" successor.
(Source:, 2018-03-01) Read the full article
Corporate America Taking on Issues Government Won't Touch
With U.S. politics more polarized than ever, moving forward on issues that Washington has failed to tackle is increasingly routine for corporate America, from coastal tech giants like Alphabet to heartland icons including Walmart. Whether that means more generous benefits for working mothers, support for politically vulnerable groups, or intensifying efforts to fight climate change, companies are stepping into a void once filled by political rhetoric and leadership.
(Source: Bloomberg, 2018-03-01) Read the full article
UPDATED: Congress Passes Federal Estate and Gift Tax Reform

On December 20, 2017, Congress passed the much discussed tax reform legislation, and it is expected the President will soon sign it into law. While this law is widely considered the most sweeping tax reform of the past three decades, the changes to the federal estate, gift and generation-skipping transfer taxes are few in number, yet meaningful in their impact. In summary, the new law changes two key aspects of the existing law. Read full article online.


Another Change to H-1B Visa Status

Just in time for the kick-off of the Fiscal Year 2019 H-1B cap season, USCIS has released a new memorandum intended to more tightly control the approvability of H-1B petitions. Read full article online.


Services Group

Ice Miller has been one of the most active law firms in the private equity industry over the last decade, representing both entrepreneurs building great companies and the private equity firms and individuals that invest in them.  We have extensive experience with all types of funds (formations and operations); mezzanine and senior secured financing; leveraged buyouts, roll-ups, build-ups, and consolidations; divestitures and exits; and complex litigation on behalf of investors and privately financed companies.  In addition, over the past 10 years, Ice Miller has represented hundreds of emerging growth businesses in various industries on such matters as entity formation, capitalization, capital raising, alternative financing, intellectual property rights and protection, growth and exit strategies, corporate governance, tax matters, and many other legal issues that are critical to the growth and success of an emerging company.

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Anthony Aaron
Fitz Angrand
James Banister
Richard Barnhart
Samuel Beavers
Christopher Bordoni
Edward Braum
Elizabeth Brier
Adam Calisoff
Kristine Camron
Timothy Capen
Joshua Christie
Ryanne Bush Dent
Jack Dillon
Dustin DuBois
Stephen Edwards
Michael P. Farrell
Jenny Frasier
Harry Gonso
Eric Goodman
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Stephen Hackman
David Hight

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Michael Jordan
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Chris Michael
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Robert Ouellette
Thomas Pampush
Megan Ryther
Audrey Schricker
Matthew Servies
Brent Showalter
Scott Snively
Dale Stackhouse
Emily Storm-Smith
Chase Stuart
John Thornburgh
Richard Thrapp


This publication is intended for general information purposes only and does not and is not intended to constitute legal advice.  The reader must consult with legal counsel to determine how laws or decisions discussed herein apply to the reader's specific circumstances.
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