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PODCAST

Legal English Innovation SAS

Level up your legal English with Legal English Innovation, the podcast dedicated to helping you master the language of law. Whether you"re a second language learner navigating legal complexities, a seasoned lawyer aiming for precision, a driven law student seeking an edge, or a judge refining your interpretation skills, this show provides the tools and insights you need to succeed.Visit us at www.legalenglishinnovation.com.co

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All Episodes

4:17

Greenmail: Corporate Takeovers and Ethical Concerns

Legal English Innovation SAS ·

2024/12/28

Greenmail is a controversial corporate takeover defense where a company buys back its shares from a hostile bidder at a premium to prevent a takeover. This practice, considered by some to be corporate blackmail, raises ethical concerns because it rewards aggressive behavior, dilutes shareholder value, and protects management. While not illegal, greenmail's legality can be challenged if it unjustly benefits management or harms shareholders. Ultimately, it presents a complex issue regardin...

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4:50

Flip-Over Poison Pill

Legal English Innovation SAS ·

2024/12/27

This tactic, triggered when an acquirer surpasses a specified ownership threshold, allows existing shareholders (excluding the acquirer) to buy shares in the merged company at a discounted price. A key element is the conversion price, offering a significant reduction compared to the market value. The text uses a hypothetical example involving "Hostile Inc." and "Woke Inc." to illustrate how the strategy could dilute the acquirer's ownership and potentially deter a hostile takeover. The durati...

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6:09

Flip-In Poison Pill Strategy

Legal English Innovation SAS ·

2024/12/26

A flip-in poison pill is triggered when an acquirer reaches a predetermined ownership threshold, allowing existing shareholders (excluding the acquirer) to purchase additional shares at a discounted price. This dilutes the acquirer's stake, making the takeover more expensive and less attractive. The explanation uses the example of Woke Inc. facing a hostile takeover by Hostile Inc. to illustrate how a flip-in poison pill functions. Follow us on Instagram!Friends on Facebook? Like us on L...

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3:53

Types of Poison Pills - M&A in Legal English

Legal English Innovation SAS ·

2024/12/24

Poison pills dilute the acquiring company's ownership stake, making the takeover more expensive and challenging. Two main types are detailed: flip-in pills, which allow existing shareholders to buy discounted shares, and flip-over pills, granting post-merger discounted share purchases. These tactics significantly hinder hostile takeover attempts. The overall goal is to deter unwanted acquisitions by increasing their cost and complexity.Follow us on Instagram!Friends on Facebook? Like us on Li...

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5:29

Earn-out Agreements in M&A

Legal English Innovation SAS ·

2024/12/17

Vocab List (M&A Focused)To come knocking: For an acquisition target to become available or express interest in being acquired.Example: "When a company with valuable intellectual property comes knocking, you have to consider an acquisition."Hit a target: To achieve a specific M&A objective (e.g., synergy targets, valuation goals).Example: "The acquisition hit the target for cost savings, exceeding initial projections."The whole shabang: Acquiring the entire company, including all asset...

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5:49

Maximizing Shareholder Value: The Revlon Duty

Legal English Innovation SAS ·

2024/12/16

Vocab ListSet a precedent: To establish a decision or action that serves as an example or guide for future situations.Example: "This Delaware case could set a precedent for how similar cases are handled in the future."Ripple effects: The continuing and spreading results of an event or action.Example: "The merger had ripple effects throughout the entire economy."Ring a bell: To sound familiar.Example: "That name rings a bell, but I can't quite place it."Revlon duty: (Legal term) The obligation...

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5:11

Largest Merger in History - Anheuser-Busch InBev and...

Legal English Innovation SAS ·

2024/12/12

Brewing Industry: All the companies that make beer.Anti-trust Laws: Rules to stop big companies from being bullies and keeping other companies out.To Stifle Competition: To stop other companies from doing well.Legal Wrangling: Fighting in court with lawyers.Working in Tandem: Working together as a team.Mind-boggling: Wow! That's crazy! I can't believe it!A Textbook Example: A perfect example of something.Follow us on Instagram!Friends on Facebook? Like us on Linked In?

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4:55

The Power of Goodwill

Legal English Innovation SAS ·

2024/12/11

Vocab ListTo tackle: To begin or to deal with something in a determined way.A head scratcher: Something confusing or perplexing.Lots of moving parts: A complex situation with many variables or factors that may change.Line items on a balance sheet: Individual entries that list specific financial data on a balance sheet.Secret sauce: The unique element or combination of elements that make something successful.To drive up: To cause something to increase.To bake in: To incorporate something from ...

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3:34

AOL Time Warner Case Study

Legal English Innovation SAS ·

2024/12/10

General VocabularyBuck up: To get readyClash of the Titans: A battle between two powerful forcesMade in Heaven: A perfect match or pairingWild West: A lawless or uncontrolled environmentStake a claim: To assert a right to somethingRed flags: Warning signs or signals of dangerNitty-gritty: The essential details or practical aspects of somethingFueled by a bubble: Driven by unsustainable growth or speculationLegal labyrinth: A complex and confusing legal situationSharp minds: Intelligent and as...

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3:56

Target vs Acquiring Company in M&A

Legal English Innovation SAS ·

2024/12/10

No time for fluff: Focusing on information that is relevant and significant to the deal.A whole dance: The whole mergers and acquisitions (M&A) process. (The complex series of negotiations, filings, and legal steps involved in a takeover.)Takeover: Acquisition. Game plan: Strategy. Ruthless: Aggressive takeover tactics. Scooping up/Snatching up: Rapidly buying large quantities of stock in the target company.Publicly traded: A company with shares listed on a stock exchange.P...

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4:36

Why incorporate in Delaware?

Legal English Innovation SAS ·

2024/12/04

Vocabulary ListTo have a ripple (effect): To cause a series of consequences or reactions.To tie back to: To relate to something; to have a connection with a previous topic or idea.To unpack something: To analyze or examine something in detail.Court of Chancery: A court of equity that handles cases involving things like trusts, property disputes, and guardianships.High stakes: A situation with significant potential consequences or risks.Crave stability: To strongly desire a situation that is s...

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4:17

Mergers: Horizontal and vertical

Legal English Innovation SAS ·

2024/12/02

A twist: An unexpected change or development in a story or situation.High stakes: A situation with significant potential consequences or risks.A lot to juggle: Having many tasks or responsibilities to manage simultaneously.Play out: To unfold, develop, or happen.Pitfalls: Hidden dangers or difficulties.A "Oh no" moment: A moment of sudden realization of a problem or mistake.Belly up: To fail completely or go bankrupt.Bulletproof: Incapable of failing or being defeated.Shift gears: To change o...

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2:07

What is a Corporate Raider?

Legal English Innovation SAS ·

2024/11/28

The case study is to be based on the movie Wall Street, specifically focusing on hostile takeovers and the ethical considerations involved in such transactions. The assignment requires an analysis of the movie's portrayal of these complex legal and moral issues within the context of corporate law. This involves exploring the legal framework surrounding hostile takeovers and examining the ethical dilemmas presented.Follow us on Instagram!Friends on Facebook? Like us on Linked In?

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6:20

Hostile Takeovers & The Third Conditional

Legal English Innovation SAS ·

2024/11/27

A hostile takeover is when a company (A) tries to buy another company (B), but company B's board of directors doesn't want to be bought.Today, we'll focus on what could have happened if things went differently in a hostile takeover situation. We'll use the third conditional, a grammar structure that helps us imagine alternative pasts.Formula: If + [Company A] + had + past participle, then [Company B] + would have + past participle.Follow us on Instagram!Friends on Facebook? Like us on Linked In?

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4:13

Exxon Mobile Merger & Third Conditional

Legal English Innovation SAS ·

2024/11/26

Negative Third Conditional for MergersThe third conditional in the negative, like "If the CEO hadn't championed the merger, the board wouldn't have approved it," explores an alternative past. It means the CEO DID champion the merger, and as a direct result, the board DID approve it.Formula:If + had + not + past participle, ... would + not + have + past participle- If the CEO hadn't championed the merger, the board of directors wouldn't have approved it.- If the companies hadn't shared s...

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4:51

Third Conditional & Mergers

Legal English Innovation SAS ·

2024/11/25

Third Conditional for MergersThe third conditional is used to talk about hypothetical situations in the past. It explores what might have happened if something else had been different.Formula:If + past perfect, ... would have + past participle- If the due diligence process had been more thorough, they would have discovered the hidden liabilities.- If the shareholders had voted against the merger, the deal would have collapsed.- If the regulatory approval had been delayed, the merger would hav...

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3:39

Worlds Oldest Trademark & Superlatives

Legal English Innovation SAS ·

2024/11/22

Theme: History and longevity of trademarks, exemplified by Stella Artois.Key Fact: The Stella Artois brewery holds the oldest continuously used trademark globally, dating back to 1366.Quote: "The oldest continuously used trademark in the world belongs to the Stella Artois brewery, which has been using its iconic horn logo since 1366."Analysis: This fact highlights the enduring power of branding and trademarks. Stella Artois's use of its trademark for over six centuries demonstrates the brand'...

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3:20

Trademarks, Logos & Superlative Adjectives

Legal English Innovation SAS ·

2024/11/21

Legal English Innovation presents a podcast briefing on trademarks and logos for legal professionals. Join our live classes led by native qualified professors and master superlative grammar in legal English. Crucial for describing unique trademarks and legal precedents, superlative adjectives (e.g., biggest, best, first) ensure clarity and precision. Explore the industrial property rights of logos, their protection under trademark law, and the complexities of international trademark considera...

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1:59

Sports Terms in Legal English

Legal English Innovation SAS ·

2024/11/20

We'll kick off by exploring phrases like "kick off" (football), "level playing field" (baseball), "down to the wire" (track) and "having the inside track" (horse racing). Tune in to learn how these sporty sayings pack a punch in the courtroom and boardroom. Let's "step up to the plate" and improve your legal vocabulary!Follow us on Instagram!Friends on Facebook? Like us on Linked In?

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3:28

Patent Duration

Legal English Innovation SAS ·

2024/11/19

U.S. patents are essentially nonrenewable. Think of them like a countdown timer. Once that timer runs out, anyone can use the invention.Here's how long they last:Utility patents: These protect how inventions work (like a new engine). They last 20 years from the date you apply for the patent.Design patents: These protect how something looks (like the shape of a new car). They last 15 years from the date the patent is granted.Follow us on Instagram!Friends on Facebook? Like us on Linked In?

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