News & Analysis as of

Valuation Securities and Exchange Commission (SEC)

McDermott Will & Emery

Dual Track Reboot: Five Key Considerations for Supercharging Your Life Science Company Exit

McDermott Will & Emery on

There have been 44 initial public offerings (IPOs) listed on the US stock markets in 2024 thus far, many of which continue to trade at a premium to their initial offering price, demonstrating the strength and buoyancy of...more

Proskauer - The Capital Commitment

SEC Focus on Adviser-Led Secondaries Continues

Adviser-led secondary transactions have seen explosive growth over the last five years. That growth has brought increased regulatory concerns over the conflicts of interests inherent in these transactions and a perceived...more

Ankura

SEC Private Fund Rule Reforms – GP Led Secondaries: Mandatory Fairness Opinion vs Valuation Report

Ankura on

What Is the Difference? On August 23, 2023, the Securities and Exchange Commission (SEC) adopted new rules (and amendments to existing rules) under the Investment Advisers Act of 1940 (Advisers Act) that enforce the SEC’s...more

Davies Ward Phillips & Vineberg LLP

GOVERNANCE INSIGHTS 2023 - As the Pandemic Abates, Activists Advance: Shareholder Activism Rebounds in Canada

Canadian shareholder activism continued its post-pandemic resurgence into the first half of 2023. Emerging trends include the “activist swarm,” where multiple—yet uncoordinated—activists converge on a single target with...more

Holland & Hart LLP

New SEC Rules Enhance Regulation of Private Fund Advisers

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Recently, the Securities and Exchange Commission (the “SEC”) adopted much anticipated rules under the Investment Advisers Act of 1940 (the “Advisers Act”) aimed at (i) bolstering the regulation of private fund advisers and...more

Akin Gump Strauss Hauer & Feld LLP

SEC Releases Risk Alert on EXAMS Process

Investment Advisers: Assessing Risks, Scoping Examinations, and Requesting Documents* I. Introduction - The SEC-registered investment adviser (“adviser”) population is large and diverse, ranging from global asset managers...more

Goodwin

Federal Agencies Propose Interagency Guidance on Reconsiderations of Value for Residential Real Estate Valuations

Goodwin on

Regulatory Developments Federal Agencies Propose Interagency Guidance on Reconsiderations of Value for Residential Real Estate Valuations. On June 8, the CFPB, FDIC, Federal Reserve, NCUA, and OCC requested public comment on...more

Seward & Kissel LLP

SEC Settles Charges with Security Valuation Provider for Providing Misleading Disclosures About Its Valuation Methodologies

Seward & Kissel LLP on

Quick Take: The SEC settled charges with a valuation service provider in relation to the provider’s failure to disclose to its customers that its valuation methodologies could allow for valuations of certain fixed-income...more

King & Spalding

SEC Proposes RIA Outsourcing Rule

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On October 26, the SEC proposed a new Advisers Act rule (the “Proposed Rule”) that would establish specific obligations for Registered Investment Advisers with respect to outsourcing of “Covered Functions”, as that term is...more

Foley & Lardner LLP

Tuning Up Stock Option Grant Practices

Foley & Lardner LLP on

Stock option grant practices have been the subject of recent guidance from the Securities and Exchange Commission (SEC), and continue to be scrutinized by various parties for compliance with the tax requirements of the...more

King & Spalding

The Rise of Crypto SPACs

King & Spalding on

Digital assets and special purpose acquisition companies (“SPACs”) have been two of the hottest topics in the financial world over the past few years, and, unsurprisingly, the topics overlap with increasing frequency. We have...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Proposes Amendments to Shareholder Reporting Rules, Affecting Schedule 13D/G Filers and Impacting Section 16(a) Reporting

Rule amendments, if adopted, would substantially shorten filing deadlines for initial and amended Schedules 13D and 13G, as well as increase the number of securityholders required to file Section 16(a) reports (Forms 3, 4,...more

Goodwin

Newly Appointed Federal Watchdogs Warn they are Focused on Private Funds

Goodwin on

Private funds can draw lessons about how to prioritize their compliance efforts and practices in response to a series of warnings by newly-appointed federal regulators of increased scrutiny, regulation, and enforcement...more

King & Spalding

DOL Expresses Extreme Skepticism About Allowing 401(k) Plan Participants to Invest in Cryptocurrency

King & Spalding on

On March 10, 2022, the U.S. Department of Labor (the “DOL”) issued Compliance Assistance Release No. 2022-01 (the “Release”) regarding 401(k) plan participant-directed investments in cryptocurrencies. The Release “cautions...more

Proskauer - Corporate Defense and Disputes

SEC Says Remedy Stops Penalty: HeadSpin Avoids Fine in SEC Fraud Action

On January 28, 2022, the Securities and Exchange Commission filed a complaint in the U.S. District Court for the Northern District of California against HeadSpin, Inc., a Silicon Valley start-up....more

Kramer Levin Naftalis & Frankel LLP

New NAIC Guidance to Focus on Funds’ Derivatives Activity

Insurers and fund advisers should consider newly proposed guidance from insurance regulators on funds’ use of derivatives in the context of regulatory capital treatment of a fund’s units, shares or interests. Once finalized,...more

Opportune LLP

Providing Clarity Around SEC Statement On SPAC Warrant Accounting

Opportune LLP on

Find out why the recent guidance from the SEC on how SPAC warrants are classified requires careful consideration of the specific facts and circumstances for each entity and each contract....more

Opportune LLP

SEC Throws Wrench In SPAC Boom

Opportune LLP on

On April 12, 2021, the U.S. Securities and Exchange Commission (SEC) issued guidance directed at the accounting for warrants utilized by many special purpose acquisition companies (SPACs). Significant valuation work and...more

Proskauer - The Capital Commitment

Valuation in Times of Market Disruption

Valuation practices will continue to be the subject of disputes. Particularly in times of economic disruption and market volatility, buyers and sellers are more likely to have substantial differences of opinions on valuation,...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Moves to Modernize Framework for Securities Offerings and Sales to Workers

The SEC takes a highly anticipated first step toward updating Rule 701 and Form S-8 - Amendments to Rule 701 would increase the cap on exempt offerings and ease disclosure burdens. Revisions to Form S-8 would permit...more

Eversheds Sutherland (US) LLP

SEC modernizes valuation practices

On December 3, 2020, the Securities and Exchange Commission (the SEC) adopted new rule 2a-5 (Rule 2a-5) under the Investment Company Act of 1940, as amended (the 1940 Act), which establishes a framework for fund valuation...more

Sullivan & Worcester

SEC Adopts New Valuation Rule under the 1940 Act

Sullivan & Worcester on

On December 3, 2020, the Securities and Exchange Commission (SEC) adopted new rule 2a-5 ("Rule 2a-5") under the Investment Company Act of 1940, as amended ("1940 Act") addressing valuation practices and the board of...more

Morgan Lewis

SEC Modernizes Framework for Fund Valuation Practices

Morgan Lewis on

Financial markets and fund investment practices have changed substantially since the US Securities and Exchange Commission (SEC) last addressed fund valuation comprehensively 50 years ago. In adopting Rule 2a-5 on December 3,...more

Dechert LLP

Newsflash: SEC Adopts Fund Fair Valuation Rule

Dechert LLP on

On December 3, 2020, the U.S. Securities and Exchange Commission adopted a long-anticipated rule for the fair valuation of fund investments. Rule 2a-5 under the Investment Company Act of 1940 (final rule) establishes...more

Foley & Lardner LLP

Foley Regulatory Alert: SEC Modernizes Framework for Registered Fund Valuation Practices

Foley & Lardner LLP on

On December 3, 2020, the Securities and Exchange Commission (“Commission” or “SEC”) announced the adoption of a new rule that establishes an updated regulatory framework for valuation practices of registered investment...more

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