On April 10, 2025, the SEC’s Division of Corporation Finance (the Division) released a statement providing its views on disclosure requirements for Offerings and Registrations of Securities in the Crypto Asset Markets....more
What’s the Deal? The Trust Indenture Act of 1939 (the “Trust Indenture Act” or the “TIA”)1 is the federal statute regulating the offer and sale of certain debt securities. The TIA, which is closely integrated with the...more
Registered direct offerings, or RDOs, are hybrid securities offerings, meaning that these offerings have some characteristics typically associated with private placements and some characteristics of public offerings. During...more
On March 20, 2019, the Securities and Exchange Commission (SEC) voted to propose a series of rule and form amendments, as directed by Congress under the Small Business Credit Availability Act (SBCA) and the Economic Growth,...more
The Economic Growth, Regulatory Relief, and Consumer Protection Act (Consumer Protection Act), signed into law on May 24, 2018, includes certain provisions that are particularly relevant to investment companies, both...more
On June 29, 2017, the SEC announced that starting on July 10, 2017 all companies can take advantage of confidential SEC review of certain registration statements submitted in connection with an IPO. Confidential SEC review...more
See below guidance from the Staff of the Securities and Exchange Commission. Question 1 - Question: May an EGC issuer omit interim financial statements from its filing or submission for a period that has financial...more
Overstock.com has been a leader in embracing digital currency, and now the company wants to embrace digital securities. On April 24th, Overstock.com filed a registration statement with the Securities and Exchange Commission...more