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Securities and Exchange Commission (SEC) The Jump-Start Our Business Start-Ups Act

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2024 Edition

Latham & Watkins LLP on

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Mayer Brown Free Writings + Perspectives

Crowdfunding Report Shows Increasing Reliance on Regulation CF Deals & Disparities in Participation by Women & Minorities

Introduced under Title III of the JOBS Act, Regulation Crowdfunding (“Regulation CF”) was promulgated to allow startups and emerging companies to raise capital from a wider pool of investors through equity crowdfunding...more

Buchalter

SEC Cracks Down on Regulation A Issuers

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Regulation A “Plus” is an exemption from registration under the Securities Act of 1933 that permits certain eligible issuers to conduct public offerings of up to $75 million in a 12-month period to accredited and unaccredited...more

Allen Matkins

NASAA Urges Congress To Codify M&A Broker Relief

Allen Matkins on

Last week, the North American Securities Administrators Association sent a letter to U.S. Senate and House committee leaders expressing concern that the appropriations process will "may be used to advance provisions in the...more

Kelley Drye & Warren LLP

SEC Adjusts Definition of Emerging Growth Companies

On September 9, 2022, the Securities and Exchange Commission (the “SEC”) adopted a number of inflation-related adjustments under the Jumpstart Our Business Startups Act (the “JOBS Act”), including an adjustment to the revenue...more

Mayer Brown Free Writings + Perspectives

SEC Adopts JOBS Act Inflation Adjustments

On September 9, 2022, the Securities and Exchange Commission announced amendments to its rules in order to implement inflation adjustments mandated by the JOBS Act.  The SEC’s amendments increase the annual gross revenue...more

Paul Hastings LLP

Daily Financial Regulation Update -- Saturday, September 10, 2022

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September 9, 2022- The U.S. Department of the Treasury's Office of Foreign Assets Control is designating Iran's Ministry of Intelligence and Security and its Minister of Intelligence for engaging in cyber-enabled...more

Cooley LLP

SEC adopts inflation adjustments mandated by the JOBS Act

Cooley LLP on

Today, the SEC adopted a number of inflation-related adjustments under the JOBS Act, including an adjustment to the revenue cap in the definition of “emerging growth company,” as well as adjustments to certain thresholds and...more

Fox Rothschild LLP

SEC Expects Crowdfunding Portals to be 'Gatekeepers,' Not Ignore Red Flags

Fox Rothschild LLP on

The U.S. Securities and Exchange Commission is serious about regulating not only startups looking to raise money through crowdfunding portals, but the platforms themselves. Case in point: In September 2021, the SEC...more

Latham & Watkins LLP

Financial Statement Requirements in US Securities Offerings: What You Need to Know - 2022 Edition

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The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward. This User’s...more

Latham & Watkins LLP

Financial Statement Requirements in US Securities Offerings: What Non-US Issuers Need to Know - 2022 Edition

Latham & Watkins LLP on

The most frequently asked question at all-hands meetings for a securities offering is “What financial statements will be needed?” The question seems simple enough. But the answer is rarely straightforward. This User’s Guide...more

Troutman Pepper

SEC Focused on Enforcement in the Crowdfunding Space

Troutman Pepper on

Following last year’s drastic increase in the annual limits permitted for crowdfunding campaigns, the Securities and Exchange Commission (SEC) has increased its focus on the regulation of crowdfunding, particularly for...more

Latham & Watkins LLP

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2021 Edition

Latham & Watkins LLP on

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

Foley & Lardner LLP

A Critical Look at Equity Crowdfunding

Foley & Lardner LLP on

Traditionally, the world of startup investing was not for “main street”, and was the private preserve of venture capitalists, venture debt lenders, private equity and angel investors (accredited investors), high net worth...more

Locke Lord LLP

Tier 2 Regulation A Offerings – Is Your Company Ready for a Mini-IPO?

Locke Lord LLP on

The amount of capital that companies can raise in a Regulation A (also known as a “Reg A+”) offering increased to $75 million annually, effective as of March 15, 2021. With the new offering limit, Tier 2 Reg A+ offerings,...more

Farrell Fritz, P.C.

Relief for Pre-Verified Accredited Investors May Encourage Rule 506(c) Offerings

Farrell Fritz, P.C. on

It’s pretty common for issuers in follow-on offerings to solicit investors from previous rounds first.  Indeed, doing so is often mandatory when early investors have preemptive rights. ...more

Whitman Legal Solutions, LLC

Simplified Rule 506(c) Investor Verification Takes Effect March 15

Although few might think of securities laws as “simple,” sometimes, laws are more complicated than necessary. That has been the case with accredited investor verification under Rule 506(c). But that will change when a new...more

Farrell Fritz, P.C.

Strict Traffic Rules for New Crowdfunding Vehicles – Part Three of Exempt Offering Amendments Deeper Dive

Farrell Fritz, P.C. on

You just raised $1 million in your crowdfunding offering under Title III/Regulation CF.  That’s the good news.  The bad news?  You now have over a thousand shareholders on your cap table, making it unwieldy, an administrative...more

Fenwick & West LLP

SEC Adopts Amendments Facilitating Opportunities for Access to Additional Capital

Fenwick & West LLP on

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

Troutman Pepper

Using Regulation D Rule 506(c) to Raise Capital

Troutman Pepper on

Raising investment capital through private offerings has always been a challenge, especially for new and emerging investment managers. COVID-19 has exasperated this challenge by significantly limiting traditional means of...more

Whitman Legal Solutions, LLC

SEC Expands Accredited Investor Definition

History of the Accredited Investor Definition - In 1982, the SEC adopted Regulation D (Reg D) under Section 4(2). Rule 506(b) of Reg D establishes a safe harbor for issuers wishing to rely upon the private placement...more

Ballard Spahr LLP

SEC Adopts Rule Amendments to Modernize Certain Disclosures Under Regulation S-K

Ballard Spahr LLP on

By a 3-2 vote, the U.S. Securities and Exchange Commission (SEC) has adopted amendments designed to modernize the disclosure requirements involving description of business (Item 101), legal proceedings (Item 103), and risk...more

McCarter & English, LLP

SEC Updates Definition Of “Accredited Investor”

The term “accredited investor,” as defined under Rule 501 of Regulation D of the Securities Act of 1933, as amended (the “Securities Act”), had not changed significantly since it was originally adopted in 1982. In June 2019,...more

Cooley LLP

Blog: Equity Crowdfunding – Is It For You?

Cooley LLP on

Entrepreneurs often ask whether equity crowdfunding is a viable option for funding their company. As is often the case with questions to an attorney, the answer is “it depends”. In 2012, when President Obama signed into law...more

Farrell Fritz, P.C.

COVID-19 Capital Needs Addressed by Temporary Relaxation of Title III Crowdfunding Rules

Farrell Fritz, P.C. on

Title III crowdfunding may be an attractive capital raising alternative during the current Coronavirus pandemic because it allows companies to use the internet to solicit potential investors and not be restricted to...more

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