News & Analysis as of

Securities Regulation Corporate Issuers

Latham & Watkins LLP

SEC Staff Expands Confidential Submission Options for Issuers

Latham & Watkins LLP on

The SEC Staff has expanded the ability of issuers to make confidential submission of draft registration statements and clarified the procedures for making confidential submissions. This new policy takes effect immediately....more

Latham & Watkins LLP

US IPO Guide - 2024 Edition

Latham & Watkins LLP on

This is our initial public offering guide. It will help you decide whether an IPO is the right move for your company and, if so, help you make sure your IPO goes off as quickly and as smoothly as possible, without any...more

Farrell Fritz, P.C.

Making Finders Keepers: Unregistered Broker-Dealers and the Need for Reform

Farrell Fritz, P.C. on

Identifying potential investors is one of the most difficult challenges facing early-stage companies.  The range of amounts sought at this stage is typically greater than what could be provided by the founders and friends and...more

Stikeman Elliott LLP

CSA Announce Final Amendments to Implement an “Access Equals Delivery” Model for Prospectuses of Non-Investment Fund Reporting...

Stikeman Elliott LLP on

On January 11, 2024, the Canadian Securities Administrators (“CSA”) announced final amendments and changes to implement an "access equals delivery" model for prospectuses of non-investment fund reporting issuers (the “Access...more

A&O Shearman

SEC Announces $25 Million Enforcement Action Over Company’s Use Of Stock Buyback Plans That SEC Alleged Failed To Comply With Rule...

A&O Shearman on

On November 14, 2023, the Securities and Exchange Commission announced a settled enforcement action against Charter Communications, Inc. (“Company”) imposing a $25 million civil penalty over allegations that the Company had...more

BakerHostetler

SEC Adopts Amendments to Share Repurchase Disclosures

BakerHostetler on

Rulemaking Background - On Dec. 15, 2021, the SEC proposed amendments to the disclosure requirements regarding purchases of equity securities made by or on behalf of an issuer or any affiliated purchaser....more

WilmerHale

SEC Adopts Amendments to Issuer Repurchase Disclosure

WilmerHale on

On May 3, 2023, in a 3-2 vote, the SEC adopted amendments to significantly increase the disclosure required about issuer repurchases of their equity securities that are registered under the Securities Exchange Act of 1934....more

Wilson Sonsini Goodrich & Rosati

SEC Adopts Final Amendments to Rule 10b5-1 and Related Disclosure Requirements

On December 14, 2022, the U.S. Securities and Exchange Commission (SEC) approved final rules amending Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) to impose additional conditions to the availability of...more

Cadwalader, Wickersham & Taft LLP

Securities Litigation Update: Courts of Appeal Address the Exchange Act’s Exclusive-Jurisdiction and Non-Waiver Provisions, the...

In the first quarter of 2022, federal appellate courts issued a number of thought-provoking (albeit not monumental) decisions addressing the reach of the federal securities laws and, in some cases, highlighting potentially...more

Stikeman Elliott LLP

Statutory Majority Voting Requirements to Come Into Force for CBCA Incorporated Reporting Issuers

Stikeman Elliott LLP on

Effective August 31, 2022, directors of reporting issuers that are incorporated under the Canada Business Corporations Act (CBCA) will have to be elected by a majority of the votes cast for and against them, unless otherwise...more

WilmerHale

SEC Proposes Rules to Modernize Share Repurchase Disclosures

WilmerHale on

On December 15, the same day it proposed amendments to Rule 10b5-1 under the Securities Exchange Act of 1934 (Exchange Act) that may blunt the use of the affirmative defense for insider trading, the Securities and Exchange...more

Stinson - Corporate & Securities Law Blog

SEC Proposes to Revise Share Repurchase Disclosures

The SEC has proposed amendments to disclosure requirements regarding repurchases of an issuer’s equity securities that are registered under Section 12 of the Securities Exchange Act of 1934. ...more

Mayer Brown Free Writings + Perspectives

SEC Proposes New Share Repurchase Disclosure Rules

Background - On December 15, 2021, the U.S. Securities and Exchange Commission (the “SEC”) issued proposed amendments (the “Proposed Amendments”) to its existing rules (the “Existing Rules”) regarding disclosures about...more

Stikeman Elliott LLP

OSC Sets Out Interpretative Guidance in its Corporate Finance Branch Annual Report for 2021

Stikeman Elliott LLP on

The OSC Corporate Finance Branch’s annual report provides an overview of its operational and policy work for fiscal 2021, providing timely guidance for market participants. ...more

Mayer Brown Free Writings + Perspectives

Market Trends 2020/21: Lock-Up Agreements

This practice note discusses lock-up agreements between underwriters or placement agents, on the one hand, and issuers and their directors, officers, and control persons, on the other, in connection with offerings of...more

Farrell Fritz, P.C.

Issuers May “Test-the-Waters” Before Choosing a Securities Exemption

Farrell Fritz, P.C. on

Perhaps the most vexing threshold issue faced by any company considering a capital raise is which securities exemption to pursue.  The chosen exemption largely depends on the targeted amount of the raise, as well as the...more

Foster Swift Collins & Smith

Do I Need a Private Placement Memorandum to Raise Investment Capital?

The short answer is that it depends, but it is usually advisable and sometimes required. Let’s dig deeper. Initially, let’s discuss what a PPM is. A PPM is a document that discloses information regarding the company that is...more

Cozen O'Connor

SEC Releases Sample Comment Letter for Issuers Conducting Offerings During Periods of Volatility

Cozen O'Connor on

On February 8, 2021, the Division of Corporation Finance of the Securities and Exchange Commission (SEC) published a sample comment letter that the SEC might send to issuers that conduct securities offerings during periods of...more

Mayer Brown Free Writings + Perspectives

Disclosure Guidance for Offerings for Issuers with Volatile Securities

Recently, the Securities and Exchange Commission’s Division of Corporation Finance issued a sample comment letter that provides guidance to issuers raising capital and that have volatile securities. ...more

Mayer Brown Free Writings + Perspectives

SEC Adopts Final Rules for the Disclosure of Payments by Resource Extraction Issuers

At an open meeting yesterday, the Securities and Exchange Commission (SEC) adopted resource extraction rules, as required by the Dodd-Frank Act.  Resource extraction issuers that file reports pursuant to Securities Exchange...more

Stinson - Corporate & Securities Law Blog

SEC Adopts Final Rules for the Disclosure of Payments by Resource Extraction Issuers

The SEC adopted final rules that will require resource extraction issuers that are required to file reports under Section 13 or 15(d) of the Securities Exchange Act of 1934 to disclose payments made to the U.S. federal...more

Sullivan & Worcester

SEC Changes Rules to Improve Deal Flow for Private Companies and Investors

Sullivan & Worcester on

In a 3-2 vote held in November 2020, the SEC approved new rules and amendments to existing rules that are intended to harmonize, simplify and improve the private placement regime that start-ups and other issuers, small and...more

Mayer Brown Free Writings + Perspectives

U.S. House of Representatives Passes Bill Requiring Delisting of Covered Issuers for Continued Failure to Allow PCAOB Inspection

On December 2, 2020, the U.S. House of Representatives (“House”) passed the Holding Foreign Companies Accountable Act, Senate Bill No. 945 (the “bill”)....more

Morgan Lewis

SEC Releases Guidance on Disclosure Considerations for China-Based Issuers

Morgan Lewis on

The SEC Division of Corporation Finance has provided its views regarding certain disclosure considerations for companies based in or with the majority of their operations in the People’s Republic of China....more

Mayer Brown Free Writings + Perspectives

SEC Staff Guidance Regarding Disclosure Considerations for China-Based Issuers

Yesterday, November 23, 2020, the Staff of the Securities and Exchange Commission Division of Corporation Finance issued CF Disclosure Guidance Topic No. 10.  The guidance addresses disclosure considerations for companies...more

44 Results
 / 
View per page
Page: of 2

"My best business intelligence, in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
- hide
- hide