The rules under the new EU Market Abuse Regulation are in many ways similar to those under the now-repealed Market Abuse Directive. But U.S. issuers that have applied to have securities admitted to trading on EU regulated...more
In recent months, companies have experienced greater scrutiny of their use of non-GAAP financial measures by the staff of the U.S. Securities and Exchange Commission (SEC). This greater scrutiny follows the release earlier...more
On September 19, 2016, the U.S. District Court for the Southern District of New York granted summary judgment to Wilmington Savings Fund Society, FSB, with respect to claims brought against Cash America International, Inc. in...more
On 3 July 2016, Regulation 596/2014 of the European Parliament and of the Council of the European Union (the Market Abuse Regulation) repealed and replaced Directive 2003/6/EC on Market Abuse (the Market Abuse Directive)....more
On 23 June 2016, a majority of the UK electorate voted to leave the European Union (EU). This decision, referred to as “Brexit”, has already caused significant domestic political upheaval, but the ultimate legal implications...more
7/21/2016
/ Article 50 Treaty of the EU ,
Capital Markets ,
EU ,
EU Market Abuse Regulation (EU MAR) ,
European Economic Area (EEA) ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Norwegian Model ,
Popular ,
Treaty of Lisbon ,
UK ,
UK Brexit
On May 17, 2016, the staff of the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission (SEC) released new and revised Compliance and Disclosure Interpretations (CDIs) regarding the use of...more
Companies commonly supplement their reported earnings under U.S. generally accepted accounting principles (GAAP) with non-GAAP financial measures that they believe more accurately reflect their results or financial position...more
In early 2015, the European Commission (Commission) launched the Capital Markets Union (CMU), one of its flagship initiatives, to address its perception that capital markets-based financing in the European Union could be...more
The U.S. Securities and Exchange Commission (SEC) recently took several important steps to facilitate smaller securities offerings. First, it adopted final rules for the new Securities Act exemption for securities-based...more
11/5/2015
/ Annual Reports ,
Board of Directors ,
Capital Raising ,
Corporate Officers ,
Crowdfunding ,
Exemptions ,
Funding Portal ,
JOBS Act ,
Proposed Amendments ,
Public Comment ,
Public Offerings ,
Registration Requirement ,
Regulation D ,
Residency Requirements ,
Rule 147 ,
Rule 501 ,
Rule 504 ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
The staff of the SEC Division of Corporation Finance (Staff) recently issued new Compliance and Disclosure Interpretations (CDIs) and an interpretive letter regarding the general solicitation prohibition in securities...more
8/14/2015
/ Administrative Interpretation ,
Angel Investors ,
CDIs ,
Compliance ,
Corporate Issuers ,
Disclosure ,
General Solicitation ,
Interpretive Letters ,
Investment Adviser ,
No-Action Letters ,
Rule 506 Offerings ,
Securities and Exchange Commission (SEC)
The U.S. market for new issuances of convertible notes was very active in 2014, with approximately $51.4 billion of convertible debt issued in 140 transactions. In the first quarter of 2015, approximately $15.5 billion was...more
The protection of minority shareholders in companies with a premium listing on the London Stock Exchange came to the fore in the United Kingdom following the 2012 and 2013 publication of consultation papers on the...more
As the end of the year approaches, reporting companies should be aware of the various SEC filing deadlines for 2015. Companies also should be mindful of the 2015 financial statement "staleness" dates (when financial...more
On 2 October 2012, the Financial Conduct Authority (FCA) published a wide-ranging consultation paper (CP12/25) on the effectiveness of the listing regime which proposed a number of changes to the Listing Rules, including in...more
Introduction -
On 2 October 2012, the Financial Conduct Authority (FCA) published a wide-ranging consultation paper (CP 12/25) on the effectiveness of the listing regime which proposed a number of changes to the...more