News & Analysis as of

WKSIs

Dickinson Wright

Understanding the CSA’s Proposed Shelf Prospectus Regime for Well-Known Seasoned Issuers

Dickinson Wright on

On September 21, 2023, the Canadian Securities Administrators (the “CSA”) published proposed amendments to National Instrument 44-102 Shelf Distributions (“NI 44-102”) as well as to certain other rules and policies in...more

Stikeman Elliott LLP

CSA Propose Amendments to Shelf Prospectus Regime for WKSIs

Stikeman Elliott LLP on

On September 21, 2023, the Canadian Securities Administrators (“CSA”) announced proposed amendments to National Instrument 44-102 Shelf Distributions (“NI 44-102”) relating to well-known seasoned issuers ("WKSIs")as well as...more

Stikeman Elliott LLP

OSC Seeks to Extend Relief for Well-known Seasoned Issuers

Stikeman Elliott LLP on

On May 18, 2023, the Ontario Securities Commission (OSC) announced OSC Rule 44-502 Extension to Ontario Instrument 44-501 Certain Prospectus Requirements for Well-known Seasoned Issuers (the Rule). The Rule extends the...more

Mayer Brown Free Writings + Perspectives

Offering and Communications Reforms for BDCs and Closed-End Funds

This article discusses the amendments adopted by the Securities and Exchange Commission (SEC) in 2020 that modernize the offering related provisions of the Securities Act of 1933, as amended (Securities Act), and the...more

Blake, Cassels & Graydon LLP

Dispenses temporaires de certaines obligations dans les prospectus préalables de base pour les émetteurs établis bien connus

Le 6 décembre 2021, conformément à l’Avis 44-306 du personnel des ACVM, Décisions générales dispensant les émetteurs établis bien connus de certaines obligations relatives au prospectus (l’« Avis 44-306 »), les Autorités...more

Davies Ward Phillips & Vineberg LLP

CSA Introduces a Streamlined Shelf Prospectus Regime for “Well-Known Seasoned Issuers”

The Canadian Securities Administrators (CSA) recently announced that each of its members has adopted a blanket order (collectively, Blanket Orders) to make available to “well-known seasoned issuers” (WKSIs) a streamlined...more

Blake, Cassels & Graydon LLP

CSA Introduces Temporary Exemptions for Well-Known Seasoned Issuers from Certain Base Shelf Prospect

On December 6, 2021, pursuant to Staff Notice 44-306 Blanket Orders Exempting Well-known Seasoned Issuers from Certain Prospectus Requirements (the Notice), the Canadian Securities Administrators (CSA) announced temporary...more

Stikeman Elliott LLP

Temporary Relief Will Provide Well-Known Seasoned Issuers (WKSIs) with Accelerated Access to Public Markets

Stikeman Elliott LLP on

Beginning in 2022, well-known seasoned issuers (WKSIs) will be exempt from certain base shelf prospectus filing requirements, including the requirement to file a preliminary base shelf prospectus, in accordance with...more

Mayer Brown Free Writings + Perspectives

SEC to No Longer Approve Settlement Offers Conditioned on Waiver of Collateral Consequences

Acting SEC Chair, Allison Herren Lee, announced in a February 11 statement that going forward, the Securities and Exchange Commission (SEC) will review offers of settlement and requests for waivers of collateral consequences...more

Troutman Pepper

Investment Management Update - June 2020

Troutman Pepper on

SEC Grants Additional COVID-19 Relief to Business Development Companies - On April 8, the SEC issued an order granting relief to business development companies (BDCs) by permitting BDCs to issue and sell senior securities...more

Dechert LLP

SEC Adopts Rules to Relax Registration, Communications and Offering Requirements for Business Development Companies and Registered...

Dechert LLP on

The U.S. Securities and Exchange Commission on April 8, 2020 adopted a package of reforms to the securities registration, offering and communications requirements under the Securities Act of 1933 applicable to business...more

Eversheds Sutherland (US) LLP

In harmony at last: SEC passes securities offering reform for BDCs and registered closed-end funds

On April 8, 2020, the Securities and Exchange Commission (the SEC) voted, at its first virtual meeting, to adopt rule amendments to implement certain provisions of the Small Business Credit Availability Act (the BDC Act) and...more

Mayer Brown Free Writings + Perspectives

SEC Adopts Securities Offering and Communications Reforms for BDCs and Closed-End Funds

On April 8, 2020, the Securities and Exchange Commission (SEC) voted to adopt final rule amendments that modernize the offering related provisions of the Securities Act of 1933, as amended (the Securities Act), and the...more

Mayer Brown Free Writings + Perspectives

WKSIs Should Verify their Status in Light of Recent Market Downturn

The COVID-19 pandemic has resulted in severe market volatility in U.S. capital markets and the loss of significant equity value for many U.S. public companies.  As a result, many companies may be at risk of losing their...more

Dechert LLP

SEC Proposes Relaxed Registration, Communications and Offering Requirements for Business Developments Companies and Registered...

Dechert LLP on

The U.S. Securities and Exchange Commission on March 20, 2019 proposed a package of reforms to the securities registration, offering and communications requirements under the Securities Act of 1933, applicable to business...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Proposes Securities Offering Reforms for Business Development Companies and Registered Closed-End Investment Companies

On March 20, 2019, the Securities and Exchange Commission (SEC) voted to propose a series of rule and form amendments, as directed by Congress under the Small Business Credit Availability Act (SBCA) and the Economic Growth,...more

Troutman Pepper

Proposed Rule Would Allow Expanded Solicitations of Interest Prior to a Registered Public Offering

Troutman Pepper on

On February 28, the Securities and Exchange Commission proposed a new rule under the Securities Act of 1933. The new rule 163B would expand the availability to follow-on and other registered offerings and to all issuers of...more

Mayer Brown Free Writings + Perspectives

Proposed Securities Offering and Communications Reforms for BDCs and Closed-End Funds

Late last week, the Securities and Exchange Commission (SEC) proposed rule amendments that are intended to modernize the offering related provisions of the Securities Act of 1933 (the Securities Act) and the communications...more

Mayer Brown Free Writings + Perspectives

Proposal to Modernize Offering and Communications Framework for BDCs and Closed-End Funds

The Securities and Exchange Commission proposed rule amendments that are intended to modernize the offering related provisions of the Securities Act and the communications safe harbors available to business development...more

Dechert LLP

SEC Proposes to Expand “Test-the-Waters” Modernization Reform to All Issuers

Dechert LLP on

On February 19, 2019, the U.S. Securities and Exchange Commission (the “SEC”) proposed new rule 163B under the Securities Act of 1933, as amended (the “Securities Act”), which would permit all issuers, not just Emerging...more

Skadden, Arps, Slate, Meagher & Flom LLP

Economic Growth, Regulatory Relief, and Consumer Protection Act: Impacts on Investment Companies

The Economic Growth, Regulatory Relief, and Consumer Protection Act (Consumer Protection Act), signed into law on May 24, 2018, includes certain provisions that are particularly relevant to investment companies, both...more

Skadden, Arps, Slate, Meagher & Flom LLP

Capital Markets Alert – Public Market Advocacy Groups Release Guidance

On April 27, 2018, the Securities Industry and Financial Markets Association (SIFMA), the U.S. Chamber of Commerce and Nasdaq, along with certain technology and biotechnology groups, released a policy paper titled “Expanding...more

Bass, Berry & Sims PLC

Form S-3: To File or Not to File, That is the Question . . .

Public companies that engage in capital raising activities from time to time must consider whether it is advisable to have an effective shelf registration statement on Form S-3 on file in advance of raising capital, or...more

Morrison & Foerster LLP - JOBS Act

Frequently asked questions about at-the-market offerings

What is an "at-the-market" offering? - An "at-the-market" offering is an offering of securities into an existing trading market for outstanding shares of the same class at other than a fixed price on, or though the...more

Kilpatrick

How to Register Additional Securities on Form S-3: Rule 413(b) or Rule 462(b)?

Kilpatrick on

The general rule (as set forth in Rule 413(a) under the Securities Act) is that a company cannot register additional securities on a registration statement that is already in effect; instead, a company must file a new...more

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