News & Analysis as of

Securities Regulation New Guidance Capital Markets

Akin Gump Strauss Hauer & Feld LLP

CryptoLink - May 2025

In May 2025, the leadership from the SEC provided guidance on digital asset regulation in several keynote addresses and round tables. The SEC's activities in May 2025 suggest a deliberate movement towards establishing a more...more

Mayer Brown

ESMA Publishes Final Report on Changes to MAR Inside Information Disclosure Rules

Mayer Brown on

On 7 May 2025, the European Securities and Markets Authority (ESMA) published its Final Report on, among other things, technical advice concerning EU Market Abuse Regulation (MAR) provisions that have been amended pursuant to...more

Seward & Kissel LLP

SEC Staff Issues Bright Line Guidance for Minimum Investment Amount in Offerings to Verify Accredited Investor Status under Rule...

Seward & Kissel LLP on

On March 12, 2025, staff of the Office of Small Business Policy of the Division of Corporation Finance (the “SEC Staff”) of the Securities and Exchange Commission (the “SEC”) issued interpretive guidance in the form of a...more

Mintz - Venture Capital & Emerging Companies...

SEC Provides Further Clarity in Rule 506(c) Offerings

On March 12, 2025, the Securities and Exchange Commission (the “SEC”) issued a No-Action Letter that provided guidance regarding the ways issuers can satisfy the accredited investor verification requirements of offerings made...more

Cadwalader, Wickersham & Taft LLP

SEC Issues Updated Guidance for Nonpublic Review of Draft Registration Statements

On March 3, 2025, the staff of the SEC’s Division of Corporation Finance announced that it is expanding the accommodations available for issuers that submit draft registration statements for nonpublic review....more

Foley Hoag LLP - Public Companies & the Law

SEC Expands Confidential Registration Statement Submission Process

On March 3, 2025, the Staff of the SEC Division of Corporate Finance announced an expansion of the accommodations that allow issuers to confidentially submit draft registration statements (DRSs) for nonpublic review. This is...more

Flaster Greenberg PC

SEC Offers Updated Guidance for Rule 506(c) Private Placements

Flaster Greenberg PC on

On March 12, 2025, the SEC published a No-Action Letter clarifying accredited investor verification requirements under Rule 506(c)....more

Mayer Brown Free Writings + Perspectives

Staff Guidance on Non-WKSI Form S-3 Registration Process; Disclosure Requirements for Foreign Private Issuers

On March 20, 2025, the staff of the Division of Corporation Finance (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) made a number of changes to the Division’s Compliance and Disclosure...more

Ropes & Gray LLP

New SEC Staff Guidance Allows Effectiveness of Non-Automatically Effective Form S-3s before Filing of Proxy Statement

Ropes & Gray LLP on

Form S-3 registration statements filed by issuers who are not well-known seasoned issuers may now be declared effective before the filing of the proxy statement containing Part III information that was properly omitted from...more

BCLP

New SEC Guidance Eases Form S-3 Registration Process for More Public Companies

BCLP on

The new registration statement guidance will make capital raises by non-WKSI companies filing on Form S-3 easier, as they can proceed with offerings during periods before their proxy statements are finalized – a privilege...more

Latham & Watkins LLP

FAQs on the Latham Letter for Exempt Offerings with General Solicitation Under Rule 506(c)

Latham & Watkins LLP on

On March 12, 2025, Latham obtained SEC Staff guidance on the use of general solicitation in private placements. The guidance unlocks the full potential of Regulation D Rule 506(c) by clarifying that issuers may satisfy the...more

BCLP

SEC Staff Issues New Guidance on M&A Lockups and All-cash Tender Offers

BCLP on

The SEC staff recently published new guidance for voting commitments in public M&A transactions and all-cash tender offers....more

Stikeman Elliott LLP

CSA Revisit Short Selling in Canada

Stikeman Elliott LLP on

On December 8, 2022, the Canadian Securities Administrators (CSA) published CSA Staff Notice 25-306 Activist Short Selling Update (Staff Notice 25-306) and Joint CSA and IIROC Staff Notice 23-329 Short Selling in...more

Mayer Brown Free Writings + Perspectives

SEC Division of Corporation Finance Issues Sample Letter to China-Based Companies

On December 20, 2021, the US Securities and Exchange Commission’s Division of Corporation Finance (“Division”) issued the Sample Letter (“Letter”) to companies based or having the majority of their operations in the People’s...more

Proskauer Rose LLP

SPAC Disclosures – SEC Focuses in on Conflicts of Interests

Proskauer Rose LLP on

On December 22, 2020, the staff of the Securities and Exchange Commission's Division of Corporation Finance issued new guidance with disclosure considerations for special purpose acquisition companies ("SPACs"). The new...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

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