CorpCast Episode 1: Sections, 204, 205 and In re Numoda
Identifying potential investors is one of the most difficult challenges facing early-stage companies. The range of amounts sought at this stage is typically greater than what could be provided by the founders and friends and...more
In July, the U.K. Digitization Taskforce released an interim report containing a series of potential recommendations for the government, regulators and market participants, in order to achieve full digitization of the U.K....more
El pasado 19 de abril, fue presentado ante la Comisión de Hacienda y Crédito Público del Senado de la República, para su revisión y discusión el proyecto de iniciativa de reforma a la Ley del Mercado de Valores (LMV)....more
The Singapore Stock Exchange (“SGX”) has recently launched the SGX Sustainable Fixed Income Initiative (“SFI Initiative”). The SFI Initiative aims to accredit wholesale and fixed income securities listed on the SGX that meet...more
One of the most overlooked and problematic issues concerning capital raising by small businesses, venture capital funds, and private equity funds is the use of “finders” to assist issuers with raising capital. Those who act...more
Convertible debt is exceptionally attractive to investors in volatile markets because it offers the security of a bond with the upside of equity. That is why convertible debt was one of the strongest asset classes during the...more
1. Setting the Scene – Sources and Overview - 1.1. What are the main substantive ESG-related regulations? There are a variety of ESG-related regulations applicable to federally and provincially incorporated companies;...more
Like KC Chiefs quarterback Patrick Mahomes eating green beans in a recent commercial, even though he “100% [doesn’t] like them,” it appeared the Reddit r/WallStreetBets group that banded together to buy GameStop shares “100%...more
On November 2, 2020, the Securities and Exchange Commission (SEC) amended several rules to harmonize requirements for exempt offerings, which will be effective in 2021 (60 days after publication in the Federal Register). The...more
On October 7, 2020, the Securities and Exchange Commission (“SEC” or “Commission”) voted to propose a new limited, conditional exemption from the broker registration requirements of Section 15(a) of the Securities Exchange...more
A recent decision by the U.S. Court of Appeals for the Second Circuit shows how an investor’s entering into a confidentiality agreement with an issuer of securities may support insider trading charges against the investor. ...more
PIPEs (private investments in public equity) provide investors and public companies with a flexible vehicle for bespoke capital solutions that can be executed quickly in the volatile markets that have arisen in the COVID-19...more
The ongoing spread of the coronavirus disease (COVID-19) and its fallout present new risks to companies that offer securities for sale, including healthcare entities. This article highlights some COVID-19 risk factors that...more
The Securities and Exchange Commission is proposing to expand the definition of “accredited investor” to include additional entities that could bear the economic risks of investment and certain financially sophisticated...more
On September 26, 2019, the U.S. Securities and Exchange Commission (SEC) announced that it had voted to adopt new Rule 163B, extending the "test the waters" accommodations previously available only to emerging growth...more
European Leveraged Finance Client Alert Series: Issue 7 - The term "private placement", while having a relatively settled meaning in US financings, can have a variety of meanings in Europe. White & Case's European...more
On September 25, 2019, the Securities and Exchange Commission (SEC) adopted new Rule 163B under the Securities Act of 1933 (Securities Act) to allow all issuers to engage in “test-the-waters” communications in connection with...more
On September 26, 2019, the US Securities and Exchange Commission extended the ability to test the waters to all issuers by adopting the highly anticipated new Rule 163B under the Securities Act of 1933 (the Securities Act)....more
The Financial Industry Regulatory Authority on July 26, 2019 filed with the Securities and Exchange Commission a proposal to amend FINRA Rules 5130 and 5131 (collectively, Rules) (Proposed Amendments).1 The Proposed...more
The Long-Term Stock Exchange, or LTSE, has filed a rule proposal designed to create long-term value for listed issuers. As of yet, I do not believe there are any companies listed on the LTSE, but it was only recently approved...more
New length restrictions will require issuers to focus on key information for investors. Under the Prospectus Regulation, which comes into force on 21 July 2019 (See EU Prospectus Regulation: New Format and Content...more
Direct private placements of bonds under Section 4(a)(2) of the United States Securities Act can provide a flexible method of raising capital and act as a strong complement or alternative to traditional offerings of bonds,...more
In March 2017, the London Stock Exchange Group (“LSEG”) announced a new debt multilateral trading facility (“MTF”) targeted at institutional and professional investors, the International Securities Market (the “ISM”). The ISM...more
On February 19, 2019, the SEC voted to propose Rule 163B under the Securities Act of 1933, as amended (the Securities Act), and amendments to Rule 405 (collectively the Proposed Rule) promulgated under the Securities Act to...more
In late September 2018, Y Combinator released new forms of Simple Agreements for Future Equity (“Safes”) containing significant changes to the original forms released in late 2013. In its issuing release, Y Combinator cited a...more