News & Analysis as of

Initial Public Offering (IPO) Underwriting

Mintz - Securities & Capital Markets...

Recent SEC Rules and Guidance Impose New Obligations on SPACs and Reverse Mergers

On January 24, 2024, the US Securities and Exchange Commission (SEC) adopted final rules relating to special purpose acquisition companies (SPACs) and other shell companies. The new rules are effective on July 1, 2024....more

Pillsbury Winthrop Shaw Pittman LLP

SEC Adopts Long-Anticipated Rules for SPACs: Considerations for Market Participants and SEC Enforcement Objectives in the New...

The rules, originally proposed in March 2022, realign disclosures, marketing practices and other obligations in de-SPAC transactions more closely with traditional IPOs and add increased risk and uncertainty for market...more

Holland & Knight LLP

A Summary and Early Analysis of SEC Final SPAC Rules

Holland & Knight LLP on

By vote of 3 to 2, the U.S. Securities and Exchange Commission (SEC or Commission) on Jan. 24, 2024, adopted new rules and amendments (SPAC Rules) pertaining to special purpose acquisition companies (SPACs), with the stated...more

Dorsey & Whitney LLP

The SEC Amends Policy on Economic Projections, and Issues Final Rules and Additional Guidance for SPACs and Shell Companies

Dorsey & Whitney LLP on

The SEC on January 24, 2024 adopted final rules amending the disclosure and registration requirements applicable to special purpose acquisition companies (SPACs) and shell companies that register or file reports with the SEC....more

Latham & Watkins LLP

SEC Adopts Rules and Guidance on SPACs

Latham & Watkins LLP on

On January 24, 2024, the SEC adopted rules and guidance to impose a variety of new requirements on SPACs. The effective date of the rules is 125 days after publication in the Federal Register, an unpredictable process that...more

Goodwin

SEC Adopts New Rules Applicable to SPACs, Shell Companies and Projections

Goodwin on

We previously noted in our March 31, 2022 alert that the U.S. Securities and Exchange Commission (SEC or Commission) held an open meeting on March 30, 2022 to consider proposed rules and amendments regarding special purpose...more

Vinson & Elkins LLP

SEC Approves Final SPAC Rules

Vinson & Elkins LLP on

On January 24, 2024, the U.S. Securities and Exchange Commission (“SEC”) approved final rules relating to special purpose acquisition companies (“SPACs”). The final rules follow the SEC’s issuance of proposed rules on March...more

Goodwin

FINRA, Nasdaq, and NYSE Warn Firms of Pump-and-Dump Schemes Following IPOs of Small-Cap Issuers

Goodwin on

FINRA, Nasdaq, and NYSE published separate notices to alert their members about recent observations related to initial public offerings (IPOs) for certain small capitalization (small-cap) issuers listed on US stock exchanges...more

Holland & Knight LLP

SPAC Update: Tremors Felt from Proposed SPAC Rules as Investment Bank Signals Retreat

Holland & Knight LLP on

In a little more than a month, the SEC's proposed special purpose acquisition company (SPAC) rules have started to reshape the market landscape. In a concise statement issued on May 9, a prominent investment bank announced it...more

Lowenstein Sandler LLP

Has the SPAC Bubble Burst? Part 2: The SEC’s New Rules

Lowenstein Sandler LLP on

Lynda A. Bennett continues her conversation with Capital Markets & Securities partner Jared Kelly and Yelena Dunaevsky, Esq., Vice President, Transactional Insurance at Woodruff Sawyer, about SPACs, deSPACs, the SEC’s new...more

Holland & Knight LLP

Writing on the Wall for SPAC Underwriters? New SEC Rule Increases Exposure and Risks

Holland & Knight LLP on

Last week, Holland & Knight's experienced Corporate, M&A and Securities Team dove into the details of the SEC's recent rule proposal covering enhanced disclosures for SPACs and de-SPAC transactions. As detailed in the post,...more

Lowenstein Sandler LLP

Has the SPAC Bubble Burst? Lessons Learned From the Early Days of SPAC Mania

Lowenstein Sandler LLP on

In this episode of “Don’t Take No for an Answer,” host Lynda A. Bennett is joined by Lowenstein Capital Markets & Securities partner Jared Kelly and Yelena Dunaevsky, Esq., Vice President, Transactional Insurance at Woodruff...more

Mayer Brown Free Writings + Perspectives

Market Trends 2020/21: Lock-Up Agreements

This practice note discusses lock-up agreements between underwriters or placement agents, on the one hand, and issuers and their directors, officers, and control persons, on the other, in connection with offerings of...more

Latham & Watkins LLP

Supreme Court to Decide Whether PSLRA Discovery Stay Applies in State Court

Latham & Watkins LLP on

A Supreme Court decision could resolve significant inconsistency among trial courts as to the applicability of the PSLRA discovery stay. Key Points: ..While federal district courts have consistently applied the...more

Skadden, Arps, Slate, Meagher & Flom LLP

NYSE Direct Listing Rules Approved; Nasdaq Proposes Substantially Similar Rules

On December 22, 2020, the U.S. Securities and Exchange Commission (SEC) approved a proposal by the New York Stock Exchange (NYSE) that allows companies going public via a direct listing to issue new shares and raise capital...more

Alston & Bird

SEC Provides Guidance on Special Purpose Acquisition Company Disclosure Requirements

Alston & Bird on

With the proliferation of special purpose acquisition company (SPAC) vehicles and acquisitions, potential SPAC sponsors should be mindful of the risks that come with investment. Our Securities Group breaks down CF Disclosure...more

Foley Hoag LLP - Public Companies & the Law

Primary Direct Listings

What you need to know about this IPO alternative - On December 22, 2020, the Securities and Exchange Commission (SEC) approved a NYSE rule that permits an issuer, at the time of an initial listing on the NYSE, to conduct a...more

BakerHostetler

Capital Markets: The Nuts and Bolts of a Direct Listing

BakerHostetler on

Direct listings have been gaining traction as an alternative to the traditional IPO approach to going public. A direct listing is the registered sale of a company’s stock and the listing of that company’s stock on an exchange...more

Morrison & Foerster LLP

PE & VC Exits: U.S. Direct Listing Rules In Flux

Amid intense focus on investor liquidity (and paths to potential liquidity) in private companies, we provide an update on developments around direct listings as an alternative to traditional IPOs in the United States. On...more

Vinson & Elkins LLP

Newly Approved Direct Listing Capital Raising Alternative On Hold Pending SEC Review

Vinson & Elkins LLP on

For a fleeting moment, companies had the ability to raise capital on the New York Stock Exchange (“NYSE”) in connection with a direct listing (“primary direct listing”). On August 26, 2020, the Securities and Exchange...more

A&O Shearman

Court of Appeals Of Texas Affirms Dismissal Of Nonresident Issuer, Individual Defendants And Underwriters For Lack Of Personal...

A&O Shearman on

On January 21, 2020, the Court of Appeals of Texas dismissed for lack of personal jurisdiction a putative class action against a chemical products manufacturer (the “Company”), certain of its officers and directors, and...more

Robins Kaplan LLP

Financial Daily Dose 1.24.2020 | Top Story: OCC Hits Former Wells Fargo Execs With Enforcement Actions Over Sham-account Scandal

Robins Kaplan LLP on

The OCC announced yesterday that it’s bringing enforcement actions against five former Wells Fargo bank executives as part of their alleged roles in the bank’s sales practices scandal. The agency further revealed that it’s...more

Stoel Rives LLP

In Case You Missed It - Interesting Items for Corporate Counsel - December 2019

Stoel Rives LLP on

The NYSE proposed in November changes to its listing standards to allow “primary” share offerings through a direct listing. To date, direct listings have been in the form of stockholder share resales (a “secondary offering”)...more

Barnea Jaffa Lande & Co.

IPO – What’s Important to Know

Barnea Jaffa Lande & Co. on

A private company considering an initial public offering (IPO), and thus in effect becoming public, should know it is a complex and long process, and one that may pose many challenges....more

Latham & Watkins LLP

US IPO Guide - 2019 Edition

Latham & Watkins LLP on

This is our initial public offering guide. It will help you decide whether an IPO is the right move for your company and, if so, help you make sure your IPO goes off as quickly and as smoothly as possible, without any...more

47 Results
 / 
View per page
Page: of 2

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide