As proxy preparation season approaches, the SEC’s new pay versus performance (PVP) disclosure rules will present new and unique challenges for many public companies...more
The market has seen a boom in the last two years for emerging companies going public through the use of special-purpose acquisition companies (SPACs). SPACs are attractive vehicles for allowing a private company to gain...more
5/4/2021
/ Disclosure ,
Emerging Growth Companies ,
Initial Public Offering (IPO) ,
Insider Trading ,
Risk Factors ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Securities Transactions ,
Shareholders ,
Special Purpose Acquisition Companies (SPACs) ,
Sponsors
You have undoubtedly read about the continuing popularity of special purpose acquisition companies (SPACs). According to SPACInsider, year-to-date there have been 242 SPAC IPOs, with an average IPO size of $334.9 million....more
In a previous blog post, we described the steps some states have taken or are currently taking to permit or facilitate virtual shareholder meetings (i.e., “virtual-only” or “hybrid” meetings) in light of the numerous...more
In a previous blog post, we discussed the availability of virtual shareholder meetings (i.e., “virtual-only” and “hybrid” meetings) as a potential alternative to the traditional in-person meeting during the 2020 proxy season...more
In a previous blog post, we discussed the availability of virtual shareholder meetings (i.e., “virtual-only” and “hybrid” meetings) as a potential alternative to the traditional in-person meeting during the 2020 proxy season...more
3/16/2020
/ Annual Meeting ,
Bylaws ,
Coronavirus/COVID-19 ,
New Guidance ,
Proxy Statements ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Shareholder Meetings ,
Shareholder Proposals ,
Shareholders ,
Virtual Meetings
Generally speaking, the federal securities laws were drafted with the purpose of limiting the kind and amount of pre-offering publicity permitted in registered public offerings. Pursuant to Section 5(c) of the Securities Act...more
12/11/2018
/ Confidential Information ,
Corporate Counsel ,
Emerging Growth Companies ,
General Solicitation ,
Gun-Jumping ,
Initial Public Offering (IPO) ,
Investors ,
Press Releases ,
Printed Publications ,
Public Offerings ,
Registration Statement ,
Regulation D ,
Rule 506(c) ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Shareholders
In monitoring SEC comment letters, we came across this SEC comment letter made public this month. It serves as a reminder to registrants that, when calculating a company’s public float, there is an informal presumption that a...more
11/17/2017
/ Affiliates ,
Controlling Stockholders ,
Investors ,
Merger Agreements ,
Nasdaq ,
Registration Statement ,
SEC Comment Letter Process ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Settlement Agreements ,
Shareholders ,
Stock Float ,
Stocks