What Does The SEC Approved NASDAQ Diversity Proposal Mean For Boards?
Financing Challenges for Small Cap Companies
The legal and regulatory landscape for MicroCap investing is ever-evolving, including challenges involving compliance with the rules of the U.S. Securities and Exchange Commission (SEC) and securities exchanges including...more
The U.S securities market represents one of the largest sources of capital in the world, with a deep pool of liquidity and broad investor base that is not just looking at dividends and value but focused on the growth of...more
Global market update - The second half of 2022 proved to be as challenging as H1 had been for global markets. Worldwide financial uncertainty continued, fed by a number of parallel and often related ongoing crises:...more
After a market flush with cash and deal flow from 2020 through the first half of 2022, in the last six to twelve months the markets have been particularly tight. Particularly impacted in this turbulent market have been small...more
On December 2, 2022, Nasdaq received approval from the Securities and Exchange Commission (“SEC”) to modify certain pricing limitations for companies undertaking a direct listing involving sales of the company shares in the...more
[Editor's Note (1/25/22): This article includes an update regarding the amended rule proposal Nasdaq filed with the SEC in January 2022.] [Editor's Note (6/1/21): This article includes an update regarding a proposed rule...more
Quick Hitters - On December 15, 2021, the SEC (i) proposed amendments to address “potentially abusive practices” by corporate insiders related to 10b5-1 trading arrangements, grants of options and other similar equity...more
Stable Road Enforcement Action Post Mortem: Lessons for the SPAC Market After Momentus Begins Trading - Stable Road And Momentus Close Business Combination. On August 11, Stable Road Acquisition Corp., a special purpose...more
In our prior article on the latest and greatest in direct listings, we noted that we were expecting that Nasdaq would follow the NYSE’s lead to allow for capital raising concurrently with a direct listing. On May 19, 2021,...more
The US Securities and Exchange Commission has approved New York Stock Exchange rule changes that will grant the exchange discretion to allow companies to raise money by selling common shares in registered direct offerings,...more
Amid intense focus on investor liquidity (and paths to potential liquidity) in private companies, we provide an update on developments around direct listings as an alternative to traditional IPOs in the United States. On...more
For a fleeting moment, companies had the ability to raise capital on the New York Stock Exchange (“NYSE”) in connection with a direct listing (“primary direct listing”). On August 26, 2020, the Securities and Exchange...more
On August 26, 2020, pursuant to delegated authority by the Commission, the SEC’s Division of Trading and Markets approved changes to NYSE listing rules to allow companies to raise capital in connection with a direct listing...more
Our last in a series of articles on direct listings noted that we were expecting significant regulatory developments to give companies more flexibility to pursue alternatives to a traditional initial public offering. Those...more
On August 26, 2020, the Securities and Exchange Commission (the “SEC”) approved the proposal submitted by the New York Stock Exchange (“NYSE”) that allows companies to conduct concurrent primary offerings as part of a direct...more
Are direct listings a viable potential alternative for all companies seeking to go public? The answer may likely be no, especially for early stage life sciences companies that are not household names. ...more
The Nasdaq Stock Market has adopted a new rule, Rule 5635T, intended to provide limited, temporary relief from the requirement to obtain stockholder approval for certain capital-raising transactions during the COVID-19...more
Our Public Company Advisory practice has developed this quick-reference guide for U.S. public companies navigating the rapidly evolving regulatory landscape which continues to impact SEC filing and disclosure obligations,...more
Following the high profile direct listings by Spotify in 2018 and Slack in 2019, direct listings have been an area of increased focus in recent years, with both the New York Stock Exchange (NYSE) and Nasdaq seeking rule...more
The NYSE proposed in November changes to its listing standards to allow “primary” share offerings through a direct listing. To date, direct listings have been in the form of stockholder share resales (a “secondary offering”)...more
On December 6, 2019, the Securities and Exchange Commission (“SEC”) rejected the proposal submitted by the New York Stock Exchange (“NYSE”) to allow companies to simultaneously go public through a direct listing and raise...more
In a recent report, the Nasdaq Private Market (NPM) provided data regarding transaction activity for private company securities. ...more
In order to comply with European antitrust rulings against it earlier this year, Google announced that for the first time it will begin charging telephone handset manufacturers to install Gmail, Google Maps, and other popular...more
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
During the first quarter of 2016, the Securities and Exchange Commission (SEC) and U.S. stock exchanges issued proposed and final rules that will likely impact disclosure and capital raising efforts. This report provides a...more