[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
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
5/27/2021
/ Capital Markets ,
Capital Raising ,
Direct Listing ,
Initial Public Offering (IPO) ,
Listing Standards ,
Nasdaq ,
Proposed Rules ,
Publicly-Traded Companies ,
Rulemaking Process ,
Securities and Exchange Commission (SEC) ,
Securities Regulation
Glass Lewis announced updates to its United States Proxy Voting Policy Guidelines late November 2020. The 2021 Proxy Voting Policy Guidelines include a variety of changes from the 2020 version, including new provisions...more
12/10/2020
/ Board of Directors ,
Coronavirus/COVID-19 ,
Corporate Governance ,
Disclosure ,
Diversity ,
Glass Lewis ,
Golden Parachutes ,
Initial Public Offering (IPO) ,
Institutional Shareholder Services (ISS) ,
Investors ,
Proxy Season ,
Proxy Voting Guidelines ,
Publicly-Traded Companies ,
Say-on-Pay ,
Securities and Exchange Commission (SEC) ,
Special Purpose Acquisition Companies (SPACs) ,
State and Local Government ,
Virtual Meetings
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
9/1/2020
/ Capital Raising ,
Compliance ,
Coronavirus/COVID-19 ,
Direct Listing ,
Initial Public Offering (IPO) ,
Investors ,
Lock-Up Agreement ,
Nasdaq ,
Proposed Rules ,
Public Offerings ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
Venture Capital
On September 26, 2019, the U.S. Securities and Exchange Commission (SEC) voted to adopt new Rule 163B under the Securities Act of 1933, as amended (Securities Act), to expand the “testing-the-waters” (TTW) accommodation —...more
10/3/2019
/ Accredited Investors ,
Emerging Growth Companies ,
General Solicitation ,
Initial Public Offering (IPO) ,
Institutional Investors ,
Investors ,
JOBS Act ,
New Rules ,
Public Offerings ,
Qualified Institutional Buyers ,
Regulation FD ,
Rule 163B ,
Securities Act ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications
On February 19, 2019, the U.S. Securities and Exchange Commission (SEC) voted to propose Rule 163B under the Securities Act of 1933, as amended (Securities Act), that would expand the “testing-the-waters” accommodation —...more
2/26/2019
/ Accredited Investors ,
Emerging Growth Companies ,
Initial Public Offering (IPO) ,
Investment Companies ,
Proposed Rules ,
Public Comment ,
Qualified Institutional Buyers ,
Registration Statement ,
Regulation FD ,
Securities Act of 1933 ,
Securities and Exchange Commission (SEC) ,
Testing-the-Waters Communications