News & Analysis as of

New Rules Initial Public Offering (IPO)

Eversheds Sutherland (US) LLP

Amendments to FINRA Rules 5130 and 5131 allow non-traded and Private BDCs to participate in IPOs

On July 23, 2025, the Financial Industry Regulatory Authority, Inc. (FINRA) adopted amendments exempting business development companies (BDCs) from FINRA Rule 5130 (Rule 5130) (Restrictions on the Purchase and Sale of Initial...more

Woodruff Sawyer

[Webinar] D&O Insurance Trends: Looking Ahead to 2025 - September 17th, 10:00 am - 11:00 am PT

Woodruff Sawyer on

The streak of good news in D&O litigation risk ends this year, with a rise in class action filings and bigger settlements. But the D&O market is still soft, so staying on top of the evolving risk landscape will help you...more

Mintz - Securities & Capital Markets...

Recent SEC Rules and Guidance Impose New Obligations on SPACs and Reverse Mergers

On January 24, 2024, the US Securities and Exchange Commission (SEC) adopted final rules relating to special purpose acquisition companies (SPACs) and other shell companies. The new rules are effective on July 1, 2024....more

Harris Beach Murtha PLLC

SEC’s First Quarter Rules: SPAC IPOs and Climate Disclosure Mandates

In January and March 2024, respectively, the Securities and Exchange Commission (SEC) issued final rules concerning special purpose acquisition companies and mandatory climate-related disclosure. Each rulemaking was the...more

Proskauer - Regulatory & Compliance

New T+1 Settlement Cycle Takes Effect May 28th

The SEC’s new rules imposing a T + 1 settlement cycle for most securities transactions take effect on May 28, 2024. The previous default settlement cycle had been T + 2. For firm commitment offerings priced after 4:30 p.m....more

DarrowEverett LLP

SEC’s New Rules Give SPACs, Target Companies Much to Consider

DarrowEverett LLP on

On January 24, 2024, the U.S. Securities and Exchange Commission (the “SEC”) adopted new final rules relating to special purpose acquisition companies (“SPACs”). The new rules affect both initial public offerings (“IPOs”) for...more

Fenwick & West LLP

SEC’s New Disclosure Rules Impact SPACs and Target Companies

Fenwick & West LLP on

Almost two years after the publication of proposed rules (the Proposed Rules) on March 30, 2022, the SEC has adopted final rules (the Final Rules) to enhance disclosure and expand liability in initial public offerings by...more

Latham & Watkins LLP

SEC Adopts Rules and Guidance on SPACs

Latham & Watkins LLP on

On January 24, 2024, the SEC adopted rules and guidance to impose a variety of new requirements on SPACs. The effective date of the rules is 125 days after publication in the Federal Register, an unpredictable process that...more

Skadden, Arps, Slate, Meagher & Flom LLP

Hong Kong’s New Listing Rules for Specialist Technology Companies

查看中文 Following a market consultation process in late 2022, the Stock Exchange of Hong Kong Limited (HKEX) introduced a new regime to permit the listing of companies operating in specified specialist technology sectors....more

White & Case LLP

Italy - New offering rules allow the use of an English language prospectus and shorten Consob’s review period

White & Case LLP on

The Italian Securities Commission (Consob) has enacted rules that allow the use of an English language prospectus for IPOs and rights issues in Italy and shorten the prospectus review period. On August 1st, Consob...more

Lowenstein Sandler LLP

Has the SPAC Bubble Burst? Part 2: The SEC’s New Rules

Lowenstein Sandler LLP on

Lynda A. Bennett continues her conversation with Capital Markets & Securities partner Jared Kelly and Yelena Dunaevsky, Esq., Vice President, Transactional Insurance at Woodruff Sawyer, about SPACs, deSPACs, the SEC’s new...more

Foley & Lardner LLP

Preparing for Fast Changing Rules and Regulations

Foley & Lardner LLP on

Today, there seems to be a constant stream of changing rules and regulations for companies to keep up with. This dynamic regulatory environment can be increasingly difficult for emerging companies to navigate, particularly...more

Latham & Watkins LLP

UK FCA Confirms New Rules to Remove Barriers to Listing

Latham & Watkins LLP on

The new rules aim to make London a more attractive listing venue for founder-led and other innovative IPO candidates. On 2 December 2021, the UK Financial Conduct Authority (FCA) published a Policy Statement (PS21/22)...more

BCLP

FCA’s New Rules for SPACs

BCLP on

In response to Lord Hill’s review of the UK Listing Regime, the FCA consulted earlier this year on changes to the Listing Rules for special purpose acquisition companies (SPACs). The proposed changes remove the presumption of...more

Foley Hoag LLP - Public Companies & the Law

Primary Direct Listings

What you need to know about this IPO alternative - On December 22, 2020, the Securities and Exchange Commission (SEC) approved a NYSE rule that permits an issuer, at the time of an initial listing on the NYSE, to conduct a...more

Proskauer Rose LLP

Changes to FINRA Rules 5130 and 5131 Go Effective – Considerations for Private Fund Managers

Proskauer Rose LLP on

On November 5, 2019, the SEC approved changes to FINRA Rule 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings) and Rule 5131 (New Issue Allocations and Distributions). FINRA announced that the...more

A&O Shearman

Amended FINRA IPO Allocation Rules to Take Effect on January 1, 2020

A&O Shearman on

On July 26, 2019, FINRA announced proposed changes to FINRA Rule 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings) and FINRA Rule 5131 (New Issue Allocations and Distributions) to exempt...more

Mayer Brown Free Writings + Perspectives

Changes to FINRA Rules for Equity IPOs

FINRA’s rules relating to equity IPOs, on spinning and withholding and IPO allocations, which came into effect following the dot-com bust, were recently amended. The amendments to Rule 5130, relating to restrictions on the...more

Mayer Brown Free Writings + Perspectives

SEC Small Entity Compliance Guide on Testing the Waters

The SEC’s amendment to the test-the-waters provisions, extending the ability to test-the-waters to issuers that are not emerging growth companies (“EGCs”), is now effective. The guide summarizes the provisions of new Rule...more

Mayer Brown Free Writings + Perspectives

Testing the Waters for All – New Rule 163B Expands TTW to All Issuers: First Analysis

In this Lexis Practice Advisor Practice Note, we discuss new Rule 163B adopted by the US Securities and Exchange Commission (SEC). On September 26, 2019, the SEC extended the ability to test the waters to all issuers by...more

Pillsbury Winthrop Shaw Pittman LLP

A Rising Tide May Lift All Boats: SEC Adopts Rule 163B, Permitting All Issuers to “Test the Waters”

The rule is an expansion of a popular modernization reform previously only available to emerging growth companies. All issuers considering a registered securities offering will now be able to engage in “testing-the-waters”...more

Eversheds Sutherland (US) LLP

Everybody “Test-the-Waters” - SEC Expands Communications Rule to All Issuers

On September 26, 2019, the Securities and Exchange Commission (SEC) announced that it has expanded the “testing-the-waters” exemption to all issuers. The new rule and related amendments under the Securities Act of 1933, as...more

Orrick, Herrington & Sutcliffe LLP

SEC Expands "Test-the-Waters" Communications For All Companies

On September 26, 2019, the Securities and Exchange Commission (SEC) adopted Rule 163B permitting all companies to use test-the-waters (TTW) communications. This change will enable all companies to take advantage of practices...more

Fenwick & West LLP

“Testing-the-Waters” for All

Fenwick & West LLP on

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

Sheppard Mullin Richter & Hampton LLP

Gauging Interest: SEC Votes to Approve Proposal to Expand “Test-the-Waters” Rules

The Securities and Exchange Commission (“SEC”) announced on September 26, 2019 that it voted to adopt the application of “testing-the-waters” rules to all issuers who engage in raising capital in the public markets. This...more

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