Using Regulation D Rule 506(c) to Raise Capital
Ropes & Gray’s PEP Talk: General Solicitation by Private Equity Funds Under 506(c)
Investment Management Update - January 2015
Types of Crowdfunding
Thomson Reuters Session 1: Investment Management, Hedge Funds and Registered Mutual Funds: What's Happening Now?
JOBS Act Implementation Regulations
Jaffe Sees 'A Lot' of IPOs in 2013 'Pipeline'
Crowd funding under the JOBS Act
The Jobs Act: Confidential Filing
The JOBS Act: A Checklist for Start-Ups and Smaller Businesses
JOBS Act Lessens Disclosure Requirements
Crowdfunding: What Is It? Who Will Use It? Is It Worth the Hype?—Fox Rothschild’s James Saksa
The U.S. Securities and Exchange Commission has issued a release adopting amendments (“final rules”) to certain of its rules relating to exemptions from registration under the Securities Act of 1933 (Securities Act). The...more
The Securities and Exchange Commission announced an open meeting for August 8th to consider whether to propose rule amendments to modernize the description of business, legal proceedings, and risk factor disclosures required...more
On June 18, 2019, the Securities and Exchange Commission (SEC) requested public comment on “Harmonization of Securities Offerings Exemptions” – specifically, with regard to certain exemptions from registration under the...more
On July 17, 2018, the House of Representatives passed the JOBS and Investor Confidence Act (JOBS Act 3.0), a package of reforms consisting of 32 pieces of legislation principally designed to spur entrepreneurship by...more
Welcome to this fifth edition of Proskauer’s IPO Study. In it you will find our analysis of market practices and trends for U.S.-listed initial public offerings (IPOs). Our proprietary database and analyses now cover 462 IPOs...more
In recent months, there has been an active dialogue regarding the regulatory burdens for public companies and whether these burdens have contributed to the decline in the number of U.S. initial public offerings (“IPOs”) and...more
Last week, the Staff of the Securities and Exchange Commission (SEC) announced that, beginning on July 10, 2017, the SEC will accept voluntary draft registration submissions from all issuers for nonpublic review. This...more
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
On March 31, 2017, the Securities and Exchange Commission (SEC) adopted technical amendments to several rules and commonly used forms, including Forms S-1, S-3, and S-4 under the Securities Act and Forms 8-K, 10-Q, and 10-K...more
Section 710(b) of the California Corporations Code defines a “supermajority vote” as a requirement set forth in a corporation’s articles of incorporation (or certificate of determination) that specified actions be approved by...more
In his statement announcing the appointment of Jay Clayton to run the Securities and Exchange Commission (SEC), President Donald Trump said that “we need to undo many regulations which have stifled investment in American...more
Insights into an SEC composed of Trump appointees can be gleaned from Financial Services Committee Chairman Jeb Hensarling’s (R-TX) opening statements at a committee hearing on SEC oversight, with testimony by outgoing SEC...more
At the end of August, the U.S. Securities and Exchange Commission (SEC) issued a release seeking public input on the disclosure requirements found in Subpart 400 of Regulation S-K (Comments Request). Subpart 400 requires...more
During the ABA Business Law Section Annual Meeting, at the Dialogue with the Director of the Division of Corporation Finance, hosted by the Federal Regulation of Securities Committee, Keith Higgins offered a comprehensive...more
In Depth - New SEC C&DIs Regarding Non-GAAP Financial Measures - On May 17, 2016, the SEC issued several new Compliance & Disclosure Interpretations (C&DIs) and modified existing C&DIs to provide additional...more
The SEC recently adopted rules implementing Title V and Title VI of the Jumpstart Our Business Startups Act (the “JOBS Act”) and Title LXXXV of the Fixing America’s Surface Transportation Act (the “FAST Act”). Title V and...more
Yesterday, May 24, 2016, the Staff of the Securities and Exchange Commission published a Small Entity Compliance Guide that is intended to help issuers navigate the changes to the Exchange Act Section 12(g) threshold in light...more
Last week, the Securities and Exchange Commission approved amendments to, among other things, revise the rules related to the thresholds for registration, termination of registration, and suspension of reporting under Section...more
On May 3, 2016, the Securities and Exchange Commission (the “Commission”) released final rules1 implementing Titles V and VI of the JOBS Act and Section 85001 of the FAST Act, which together adjusted certain threshold for...more
The SEC approved amendments to revise the rules related to the thresholds for registration, termination of registration and suspension of reporting under Section 12(g) of the Securities Exchange Act of 1934. These amendments...more
US DEVELOPMENTS - SEC and NYSE/Nasdaq Developments - FAST Act Amends JOBS Act and Creates New Exemption for Resales of Restricted Securities - On 4 December 2015, the Fixing America’s Surface Transportation...more
SEC/CORPORATE - SEC Approves Amendments to Implement Provisions of the JOBS Act and FAST Act - On May 3, the Securities and Exchange Commission approved amendments to revise certain rules under the Securities...more
Yesterday, the SEC adopted final rule amendments to implement certain sections of the JOBS Act and the FAST Act. The amendments were adopted substantially as proposed in December 2014 (and once again without holding an open...more
On May 3, 2016, the SEC adopted final rules regarding reporting obligation thresholds under the Securities Exchange Act of 1934 mandated by the JOBS Act and the securities provisions of the FAST Act. The rules become...more
In 2014, the Securities and Exchange Commission announced that all comment letters would request that the issuer include the so-called “Tandy Letter”. Thus, all staff comment letters include a request for a written statement...more