News & Analysis as of

Nasdaq

Capital Markets Alert – Public Market Advocacy Groups Release Guidance

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

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Facebook isn’t the only tech stock having a good week. Amazon—helped along by its booming cloud business—more than doubled its net income in Q1 as compared to a year ago....more

Cryptocurrency Hitting the Nasdaq Would be Huge

by Adrian Dayton on

So far crypto-currency has maintained a “cult-like” following and isn’t really taken seriously. Warren Buffet has not faith in it, but then again he didn’t even buy a computer until a few years ago....more

Governance & Securities Law Focus: Europe Edition, April 2018

by Shearman & Sterling LLP on

In this newsletter, we provide a snapshot of the principal European, U.S. and selected international governance and securities law developments of interest to European corporates. Please see full Newsletter below for more...more

Corporate & Financial Weekly Digest, Featuring Topics on Broker/Dealer and UK/EU Developments

BROKER-DEALER - Nasdaq Has Proposed a New Rule Change To Modify Its System of Volume-Based Credits - The Nasdaq Stock Market LLC (Nasdaq) has filed with the Securities and Exchange Commission a proposed rule change to...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

After almost a year of fending off a hostile takeover bid from rival PPG Industries, Dutch paint and chemical giant Akzo Nobel has agreed to sell its specialty chemicals unit to PE firm Carlyle Group for $12.5 billion in a...more

Financial Services Weekly News - March 2018

by Goodwin on

Editor's Note - In This Issue. The Consumer Financial Protection Bureau (CFPB) issued a request for information regarding the consumer complaint reporting process, marking the sixth request in a series of RFIs; the House...more

Governance & Securities Law Focus: Latin America Edition - March 2018

by Shearman & Sterling LLP on

This newsletter provides a snapshot of the principal U.S. and selected international governance and securities law developments during the fourth quarter of 2017 that may be of interest to Latin American corporations and...more

Nasdaq Proposes Modifications to 20% Shareholder Approval Rule

by Proskauer Rose LLP on

On February 13, 2018, Nasdaq proposed amendments to Listing Rule 5635(d), which currently requires shareholder approval when a company issues common stock (or securities convertible into or exercisable for common stock) for...more

Spotify Is Bypassing a Traditional IPO in Favor of Direct Listing. Should Other Companies Follow Its Lead?

by White and Williams LLP on

First Spotify changed the music industry. Now it might change the way we think about public offerings. On Wednesday, February 28, 2018, Spotify filed its prospectus to go public through a direct listing on the New York...more

Nasdaq Proposes to Amend Stockholder Approval Rule for Private Placements

by Goodwin on

Nasdaq has proposed to amend Rule 5635(d), which generally requires shareholder approval before Nasdaq-listed companies issue common stock equal to 20% or more of outstanding shares or voting power in transactions (other than...more

Nasdaq Proposes Changes to Shareholder Approval Rules for Private Placements

A simplified Rule 5635(d) could facilitate capital formation by changing the definition of market value. Nasdaq is proposing to update and simplify Listing Rule 5635(d) by changing the definition of market value and...more

Nasdaq Proposes Changes to Shareholder Approval Rule for 20% Issuances

Nasdaq has proposed to amend its rule regarding shareholder approval for certain securities issuances. Currently the rule requires shareholder approval for security issuances for less than the greater of book or market value...more

Blog: Nasdaq Proposes To Modify The Requirement For Shareholder Approval Of Issuances Involving 20% Or More Of The Shares Or...

by Cooley LLP on

Nasdaq is proposing to modify the listing requirements in Rule 5635(d) to - (i) change the definition of market value for purposes of the shareholder approval rule and...more

Nasdaq Proposal to Amend Shareholder Vote Rule

As we have previously discussed on our blog, the securities exchanges impose shareholder vote requirements in connection with certain financing transactions. These rules are often referred to as the “20% Rule,” since, for...more

SEC Approves NYSE Rule Change to Facilitate Listing Without an IPO

The SEC has approved a rule change to the NYSE listing standards to facilitate the listing of an issuer without conduction an IPO. According to the NYSE, the rule change is necessary to compete for listings that might...more

Law of Astana International Financial Centre

by Moore & Van Allen PLLC on

Kazakhstan has sought to position itself as the “Dubai of Central Asia” since the advent of the so-called “Dubai model” over a decade ago, with its capital Astana figuring as a global financial hub connecting Western Europe...more

Section 162(m) After the Tax Cuts and Jobs Act: What to Do Now

On December 22, 2017, President Trump signed into law the Tax Cuts and Jobs Act (the Act), which includes significant changes to the executive compensation deduction rules in Section 162(m) of the Internal Revenue Code (Code)...more

Corporate Communicator - 2018 Annual Meeting Season

by Snell & Wilmer on

Dear clients and friends, We present our traditional year-end issue of Snell & Wilmer’s Corporate Communicator to help you prepare for the upcoming annual report and proxy season. This issue highlights SEC reporting and...more

SEC Charges CEO/Director with Sarb-Ox Loan Violations for Unreimbursed Advances that Were Outstanding for 5 to 36 Days and...

According to the SEC in an order settling an enforcement action, Alan Shortall was CEO and Chairman of Unilife Corporation, a Nasdaq listed issuer. According to the SEC, Shortall arranged for Unilife to make personal payments...more

Rule 506(c) – Verifying Investor Status

NASDAQ Private Markets and Morrison & Foerster recently described the process for verifying the status of investors when a company chooses to use general solicitation to conduct a Rule 506(c) offering. ...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

Bitcoin surged to over $11,000 yesterday before falling 20% later in the day, prompting this look from the Journal at the widespread lure of Bitcoin mania....more

The Short Field Guide to IPOs - November 2017

THE EMERGING GROWTH COMPANY - The JOBS Act created a new class of issuer: the emerging growth company (EGC). An EGC is defined as an issuer with total annual gross revenue of less than $1.07 billion (originally $1 billion,...more

SEC Comment about “Affiliate” Stockholder in Public Float Calculation

by Bass, Berry & Sims PLC on

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

Blog: NASDAQ—Oops, I Mean Nasdaq—Acknowledges Reality

by Cooley LLP on

Last week, Nasdaq filed with the SEC a proposed rule change that finally recognized the reality that compliance with the “all-caps” presentation of “NASDAQ,” as in “The NASDAQ Stock Market LLC,” has been inconsistent at best...more

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