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
On August 26, 2020, the Securities and Exchange Commission (SEC) approved a proposal from the New York Stock Exchange (NYSE) that would allow companies going public via a direct listing to issue and sell new shares on their...more
On September 26, 2019, the Securities and Exchange Commission (SEC) adopted new Rule 163B and related amendments under the Securities Act to expand the permitted use of “testing-the-waters” communications to all companies...more
9/28/2019
/ Accredited Investors ,
Business Development Companies ,
Corporate Issuers ,
Emerging Growth Companies ,
Exemptions ,
Initial Public Offering (IPO) ,
Institutional Investors ,
New Rules ,
Public Offerings ,
Qualified Institutional Buyers ,
Rule 163B ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications
On January 25, 2019, President Donald Trump signed into law a continuing resolution that immediately reopened the federal government through February 15, 2019. The three-week continuing resolution is a welcome development,...more
1/28/2019
/ Continuing Resolution ,
Corporate Issuers ,
Division of Corporate Finance ,
Financial Statements ,
Government Shutdown ,
Initial Public Offering (IPO) ,
Nasdaq ,
New Guidance ,
No-Action Letters ,
NYSE ,
Proxy Materials ,
Proxy Season ,
Publicly-Traded Companies ,
Registration Statement ,
Regulation S-X ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Trump Administration ,
Waivers
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
5/10/2018
/ Biotechnology ,
Broker-Dealer ,
Capital Markets ,
Chamber of Commerce ,
Corporate Governance ,
Disclosure Requirements ,
Dodd-Frank ,
Emerging Growth Companies ,
Financial Reporting ,
ICFR ,
Initial Public Offering (IPO) ,
Institutional Shareholder Services (ISS) ,
Investment Banks ,
JOBS Act ,
Large Corporate Filers ,
Mandatory Arbitration ,
Mutual Funds ,
Nasdaq ,
New Guidance ,
Offerors ,
PCAOB ,
Proxy Advisors ,
Publicly-Traded Companies ,
Registered Investment Advisors ,
Regulatory Reform ,
Reporting Requirements ,
Sarbanes-Oxley ,
Securities ,
Securities and Exchange Commission (SEC) ,
Shareholder Proposals ,
Short Sales ,
SIFMA ,
Small Business ,
Technology Sector ,
Tick Size ,
WKSIs ,
XBRL Filing Requirements
On February 2, 2018, the SEC approved the New York Stock Exchange’s proposal to permit qualifying private companies to use “direct listings” to list their shares on the NYSE and become publicly traded without conducting an...more
2/9/2018
/ Acquisitions ,
Amended Rules ,
Capital Markets ,
Direct Listing ,
Initial Public Offering (IPO) ,
Listing Rules ,
Mergers ,
NYSE ,
Private Placements ,
Privately Held Corporations ,
Registration Statement ,
Securities ,
Securities and Exchange Commission (SEC) ,
Spinoffs ,
Valuation
On November 1, 2017, the House of Representatives passed two bills intended to ease regulatory burdens on capital formation. The bills would amend the Securities Act of 1933 (Securities Act) to extend the “testing the waters”...more
11/7/2017
/ Accredited Investors ,
Capital Formation ,
Corporate Finance ,
Corporate Issuers ,
Emerging Growth Companies ,
Initial Public Offering (IPO) ,
JOBS Act ,
Proposed Legislation ,
Publicly-Traded Companies ,
Registration Statement ,
Regulatory Standards ,
Securities and Exchange Commission (SEC)
On August 17, 2017, the staff (Staff) of the Securities and Exchange Commission (SEC) issued new guidance that will streamline significantly the confidential submission process for emerging growth companies (EGCs) and...more
8/23/2017
/ C&DIs ,
Confidential Information ,
Corporate Issuers ,
Draft Documents ,
Emerging Growth Companies ,
Financial Statements ,
Fixing America’s Surface Transportation Act (FAST Act) ,
Initial Public Offering (IPO) ,
New Guidance ,
Registration Statement ,
Securities and Exchange Commission (SEC)
The U.S. Securities and Exchange Commission (SEC) announced on June 29, 2017, that the staff (staff) of the Division of Corporation Finance will accept draft registration statement submissions from all companies for nonpublic...more
7/6/2017
/ Confidential Information ,
Corporate Issuers ,
Draft Documents ,
EDGAR ,
Emerging Growth Companies ,
Fixing America’s Surface Transportation Act (FAST Act) ,
Initial Public Offering (IPO) ,
JOBS Act ,
Registration Statement ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Securities Exchange Act
On November 3, 2016, in Lowinger v. Morgan Stanley & Co. LLC, the U.S. Court of Appeals for the 2nd Circuit upheld a district court finding that customary initial public offering (IPO) lock-up agreements do not render parties...more
The 2014 U.S. initial public offering market was the most active for new issues since 2000. The market began to recover from the recession in 2010 and took off in 2013 with 222 offerings raising an aggregate of $55 billion,1...more
2/5/2015
/ Emerging Technology Companies ,
Energy Sector ,
Entrepreneurs ,
Equity Financing ,
Financing ,
Foreign Issuers ,
Healthcare ,
Initial Public Offering (IPO) ,
Nasdaq ,
NYSE ,
Popular ,
Startups
The U.S. equity and debt markets experienced a strong first half of the year. In the first quarter, the U.S. IPO market was the busiest since 2000, more than doubling the number of IPOs from the same period last year. ...more
6/28/2014
/ Acquisitions ,
Bonds ,
Capital Markets ,
Debt Securities ,
Federal Reserve ,
Initial Public Offering (IPO) ,
Interest Rates ,
Investment Funds ,
JOBS Act ,
Mergers ,
Popular ,
Private Equity ,
Venture Capital