News & Analysis as of

Securities and Exchange Commission (SEC) Offerings Investment

Falcon Rappaport & Berkman LLP

SEC’s New Staff Statement on Crypto Offerings and Registrations: What It Means for the Digital Asset Industry

On April 10, 2025, the SEC’s Division of Corporation Finance issued a staff statement (the “Statement”) titled “Offerings and Registrations of Securities in the Crypto Asset Markets.” This development underscores the...more

Mayer Brown Free Writings + Perspectives

Climate-Risk Disclosure Rules

The Securities and Exchange Commission adopted (in a 3-2 vote) final rules related to climate-related disclosures.  These rules had first been proposed in March 2022.  In his opening remarks, SEC Chair Gensler noted that the...more

Troutman Pepper Locke

11th Circuit Rules Against SEC Penny-Stock Ban

Troutman Pepper Locke on

In a 2-1 opinion issued on February 14, 2024, an Eleventh Circuit panel partially reversed a lower court ruling that would have barred a defendant from participating in future penny-stock offerings. The majority found it was...more

Freeman Law

Accredited Investor Status in Federal Securities Law

Freeman Law on

The term “accredited investor” is frequently heard in the field of financial investing. But many investors lack an in-depth understanding of the implications of accredited investor status or how it is acquired, especially...more

Nelson Mullins Riley & Scarborough LLP

When James Met Gary, Howey, and Hinman: New York AG Takes Aim at KuCoin (but hits Ethereum) in Latest Crypto Crackdown

In his famous 2018 speech, William Hinman, Digital Asset Transactions: When Howey Met Gary (Plastic), the Director of the U.S. Securities and Exchange Commission (“SEC”), asked...more

Mayer Brown Free Writings + Perspectives

Liquidity Challenges for Investors in Emerging Businesses

The US Securities and Exchange Commission’s (“SEC”) Small Business Capital Formation Advisory Committee (the “Committee”) released the agenda for its virtual meeting, to be held on Tuesday, August 2, 2022, and which plans to...more

Mayer Brown Free Writings + Perspectives

Offering and Communications Reforms for BDCs and Closed-End Funds

This article discusses the amendments adopted by the Securities and Exchange Commission (SEC) in 2020 that modernize the offering related provisions of the Securities Act of 1933, as amended (Securities Act), and the...more

White & Case LLP

Capital Markets Blueprints - Preparing for Pro Formas

White & Case LLP on

Pro forma financial statements may be required in a securities offering where an acquisition or disposition has occurred or is probable within a certain period of the offering. In a Rule 144A offering, market practice is...more

Mayer Brown Free Writings + Perspectives

On point. – General Solicitation and General Advertising

Overview Rule 502(c) (“Rule 502(c)”) of the Securities Act of 1933, as amended (the “Securities Act”), prohibits an issuer from offering or selling securities by any form of general solicitation or general advertising when...more

Saul Ewing LLP

SEC Updates and Amends Private Offering Framework

Saul Ewing LLP on

On November 2, 2020, the Securities and Exchange Commission (the “Commission”)  adopted amendments to its rules under the Securities Act  (the “Securities Act”)  in an effort to harmonize, simplify and modernize the exempt...more

Morrison & Foerster LLP

U.S. SEC Adopts Amendments Harmonizing The Exempt Offering Framework

Morrison & Foerster LLP on

On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to amend its rules to harmonize, simplify, and improve the exempt offering framework. The SEC believes that these amendments will promote capital...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

Cozen O'Connor

SEC Votes to Harmonize and Improve “Patchwork” Exempt Offering Framework

Cozen O'Connor on

On November 2, 2020, the U.S. Securities and Exchange Commission (the SEC), by a 3 – 2 vote, amended certain rules under the Securities Act of 1933 (the Securities Act) in order to harmonize, simplify, and modernize the...more

Mayer Brown Free Writings + Perspectives

Exempt Offering Framework Amendments

On November 2, 2020, the U.S. Securities and Exchange Commission (SEC) voted to adopt amendments proposed in March 2020 that harmonize and modernize the exempt offering framework (referred to as the Amendments). As with...more

Rosenberg Martin Greenberg LLP

Raising Capital Post-COVID-19 – What Now?

Right about now, many business owners are asking themselves – what’s next?  How can I sustain my business?  Where can I obtain additional financing?  What if I need quick access to capital?  Am I out of options?...more

Orrick, Herrington & Sutcliffe LLP

SEC Provides Temporary Relief from Certain Regulation Crowdfunding Requirements in Response to COVID-19

On May 4, 2020, the SEC adopted temporary final rules, in light of the effects of the COVID-19 pandemic, that eased Regulation Crowdfunding requirements in order to make it easier for small businesses to raise money through...more

Stinson LLP

SEC Proposal Paves the Way for Contemporaneous 506(b)/506(c) Fund Raising Strategies

Stinson LLP on

The Securities and Exchange Commission (SEC) announced the proposal of certain amendments that would “simplify, harmonize and improve certain aspects of the exempt offering framework.”...more

Orrick - On the Chain

They Did It for the Gram: SEC and Telegram File Dueling Expert Reports

Orrick - On the Chain on

The battle in federal court between the SEC and Telegram continues to progress at breakneck speed. The SEC commenced its action less than four months ago, on October 11, 2019, by seeking a temporary restraining order against...more

Mayer Brown Free Writings + Perspectives

Chair Clayton Testifies in Congress

In his testimony in Congress, Securities and Exchange Commission Chair Jay Clayton provided an update on the rulemaking work undertaken by the SEC during the fiscal year and provided updates on the SEC’s priorities. ...more

Farrell Fritz, P.C.

What to Make of SEC Leniency in Block.one ICO Settlement?

Farrell Fritz, P.C. on

On September 30, 2019, the Securities and Exchange Commission announced that blockchain developer Block.one had agreed to pay a $24 million fine to settle charges that it had engaged in an unregistered offering of securities...more

Stinson - Corporate & Securities Law Blog

SEC Brings Actions Against Fifteen Unregistered Brokers for Their Participation in an Illegal Offering of Microcap Securities

The SEC charged fifteen individuals with acting as unregistered brokers or aiding-and-abetting such activity in connection with Intertech Solutions, Inc.’s fraudulent and unregistered securities offerings....more

Stinson - Corporate & Securities Law Blog

SEC Tells How to Fix the Faulty Initial Coin Offering

The SEC simultaneously announced a pair of settled enforcement actions related to illegally offered ICOs with extensive remedial provisions to fix the faulty offerings....more

Burr & Forman

The SEC’s Pair of Settled Cryptocurrency Enforcement Actions

Burr & Forman on

On September 11, the SEC announced a pair of settled cryptocurrency enforcement actions.  The first was against an unregistered digital-asset hedge fund.  The second shut down an “ICO Superstore” as an unregistered...more

Fenwick & West LLP

The SEC and Plaintiffs’ Class Action Attorneys Are Targeting Initial Coin Offerings

Fenwick & West LLP on

Issuers and other professionals participating in Initial Coin Offerings — widely known as ICOs — are facing the increasing threat of both U.S. Securities Exchange Commission enforcement actions and private class action suits...more

Robins Kaplan LLP

Your Daily Dose of Financial News

Robins Kaplan LLP on

It may lack some of the flourish of a BBG missive, but you can be sure that plenty of insiders are paying close attention to Mr. Buffet’s annual letter to Berkshire Hathaway shareholders....more

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