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Ankura

The State of the Auto Index and Vehicle Market in May 2024

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30 The auto industry continues to navigate through a complex landscape of challenges and opportunities as we step into May 2024. In a detailed analysis provided by Ankura Consulting Group, LLC, a prominent global expert...more

Cooley LLP

Reverse split to regain bid price compliance? It may be more complicated than you think

Cooley LLP on

Nasdaq has filed with the SEC a proposed rule change to “modify the application of the bid price compliance periods where a company takes action that causes non-compliance with another listing requirement.” Hmmm, how’s that...more

Procopio, Cory, Hargreaves & Savitch LLP

What Legal Trends are Impacting MicroCap Issuers in 2024?

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

Cooley LLP

Nasdaq proposes rule changes related to phase-ins and cure periods

Cooley LLP on

Nasdaq has proposed to modify some of its corporate governance rules—specifically Rules 5605, 5615 and 5810—to modify the phase-in schedules for the independent director and committee requirements in connection with IPOs,...more

Procopio, Cory, Hargreaves & Savitch LLP

An Alternative Listing Strategy for U.S. and Canadian Capital Markets

U.S. emerging growth companies face many challenges in today’s dynamic capital market when considering going public. One historic obstacle has been the limited number of national exchanges available, with companies usually...more

Allen Matkins

Reverse Stock Splits And The California Corporate Securities Law

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Meredith Ervine recently wrote about reverse stock splits and Nasdaq listed issuers.  A reverse stock split is the "go to" solution for many listed issuers whose share prices fall below the minimum continued stock exchange...more

Proskauer - Employee Benefits & Executive...

Glass Lewis and ISS Announce Updates For 2024 Proxy Season

Glass Lewis (“GL”) recently released its annual Benchmark Policy Guidelines for 2024.  This update makes several changes to how the proxy advisory firm will evaluate company policies related to executive compensation. ...more

Vinson & Elkins LLP

V&E Quarterly Securities & ESG Updates - Summer 2023

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Welcome to Vinson & Elkins’ Securities and ESG Updates. Our aim is to provide insights into notable developments in securities reporting and the environmental, social and governance space over the quarter and, where...more

Goodwin

Public Companies: Time to Consider Repricing Underwater Stock Options?

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​​​​​​​Given the recent volatility in the national markets, the stock prices of many publicly-traded companies have declined significantly, resulting in an increasing number of service providers holding underwater stock...more

White & Case LLP

Carve-outs’ popularity soars as businesses pursue growth

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Carve-out deals, whether conducted through a trade sale, buyout, or IPO, have become a vital tool for businesses to boost balance sheets and deliver shareholder value. This trend has gathered momentum over recent years, with...more

White & Case LLP

Repricing Underwater Options

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In this time of market volatility, White & Case LLP partners Colin Diamond (Chair of US Public Company Advisory) and Henrik Patel (Global Head of Employment, Compensation and Benefits) address the securities law, tax and...more

White & Case LLP

Private equity firms hunt for value in public markets

White & Case LLP on

Take private activity reached a decade high in the first half of 2021, fueled by large sums of dry powder and heated competition for assets - The takeover of supermarket chain Morrison's, the fourth-largest in the UK, has...more

Mintz

SEC Approves NASDAQ Board Diversity Proposal Over Significant Dissent

Mintz on

The SEC recently approved two proposals by NASDAQ concerning board diversity. Specifically, the proposals would "require each Nasdaq listed company, subject to certain exceptions, to publicly disclose . . . information on...more

Morrison & Foerster LLP

Is 2021 the Year Of SPACs In Asia? What You Need To Know

Special Purpose Acquisition Companies (“SPACs”) played a critical role in U.S. capital market growth in 2020. There were 248 SPACs launched, raising an aggregate of $83 billion in proceeds. The beginning of 2021 witnessed an...more

Morrison & Foerster LLP

2020 Poison Pill Recap And Current Trends

The number of stockholder rights plans (also known as “poison pills”) adopted in 2020 significantly increased compared to prior years. The collapse in public company equity values during the inception of the COVID-19...more

Skadden, Arps, Slate, Meagher & Flom LLP

The Year of the SPAC

Transactions by special purpose acquisition companies, or SPACs, exploded in 2020, resulting in a 320% increase in the number of SPAC initial public offerings (IPOs) compared to 2019. SPACs have been around for 15 years and...more

Vinson & Elkins LLP

Alternative Routes To Going Public: Initial Public Offering, De-SPAC Or Direct Listing

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Private companies go public for a variety of reasons, including: •raising capital- •providing liquidity for existing owners- •establishing publicly traded currency for acquisitions... ...more

Morrison & Foerster LLP

PE & VC Exits: U.S. Direct Listing Rules In Flux

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

Fenwick & West LLP

The Latest and Greatest on Direct Listings: Direct Listings + Capital Raise, Lock-Up Agreements, COVID-19 and More

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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

McDermott Will & Emery

COVID-19 Response: NYSE and Nasdaq Provide Relief from Shareholder Approval Rules for Certain Capital Raising Transactions

McDermott Will & Emery on

Because of circumstances arising from the COVID-19 pandemic, Nasdaq and the NYSE have instituted rule changes granting temporary relief from shareholder approval requirements for certain transactions. In this article, we...more

Fenwick & West LLP

National Stock Exchanges Provide Relief in Light of COVID-19

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In the past few weeks, the Nasdaq Stock Market and the New York Stock Exchange, with the approval of the U.S. Securities and Exchange Commission, have approved rules easing certain requirements for listed companies in light...more

Locke Lord LLP

NYSE Follows NASDAQ in Temporarily Exempting Some Private Offerings From Shareholder Approval

Locke Lord LLP on

On May 14, 2020, the NYSE adopted temporary rules that will permit its listed companies to issue more than 20% of their presently outstanding common stock in a private placement at a discount without the shareholder approval...more

Wilson Sonsini Goodrich & Rosati

New COVID-19 Relief and Guidance for Public Companies

Nasdaq Provides Temporary Relief from Certain Shareholder Approval Requirements - SEC Division of Corporation Finance Issues COVID-19 Related FAQs - On May 4, 2020, the Securities and Exchange Commission...more

Cooley LLP

Blog: Nasdaq provides temporary exception to certain shareholder approval requirements

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The SEC has declared immediately effective new Nasdaq Rule 5636T, which will provide a temporary exception, through June 30, 2020, from the shareholder approval requirements for certain issuances of 20% or more of the...more

Perkins Coie

Conflicted Transactions: Cleansing Process Only Effective if Procedures Are Rigorously Followed

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In today’s difficult economic environment, many companies—including those in the portfolios of private equity and venture capital funds—are struggling financially. For some, a transaction in which a private equity sponsor or...more

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