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Recent Posts
- Growth Companies Should Disclose Financial Projections In IPO Prospectuses
- SEC Announces That It Will Aggressively Scrutinize Issuer’s Climate Change Disclosure
- Leadership Change at the SEC: What Activists Could Expect from Gary Gensler and the Biden Administration
- Delaware Chancery Court Provides Important Guidance on COVID-19’s Impact on a Buyer’s Obligation to Close:
- New York State Updates State Securities Regulations
- Nasdaq Proposes New Listing Rules Related to Board Diversity
- SEC Adopts Amendments to Permit the Use of Electronic Signatures for SEC Filings
- The SEC Rebuilds the Integration Principles Guiding Concurrent Private and Public Offerings of Securities
- The SEC Proposes a Safe Harbor for Permissible Capital-Raising Activities by Unregistered Finders
- SEC Issues 100th Whistleblower Award Just Days after Adopting Amendments to Whistleblower Program
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Securities Law Blog
The Securities Law Blog provides commentary and news on the latest securities law developments impacting established and emerging growth publicly-traded issuers and investment banks, as well as entrepreneurs and venture-backed private entities. Our blog closely follows SEC rulemaking in several key areas including public and private securities offerings, shareholder activism and equity investment, and mergers & acquisitions.
The authors of this blog are members of the Corporate/Securities practice of Olshan Frome Wolosky LLP. Since our founding, this firm has been distinguished by responsive, independent and client-focused legal services provided by lawyers with a profound commitment to the companies they serve. This blog is an outgrowth of this representation of our clients in a wide range of capital market transactions.
Showing 77 posts by Spencer G. Feldman.
Growth Companies Should Disclose Financial Projections In IPO Prospectuses
Spencer Feldman's article first appeared in Law360 (April 9, 2021, subscription required) Read More ›
The SEC Rebuilds the Integration Principles Guiding Concurrent Private and Public Offerings of Securities
The SEC’s new release amends the rules governing “integration” permitting private placements and registered public offerings to occur shortly before, after or at the same time with each other. The amendments replace the SEC’s prior five-factor test with practical updates for today’s markets that particularly benefit smaller publicly traded companies. Read More ›
The SEC Proposes a Safe Harbor for Permissible Capital-Raising Activities by Unregistered Finders
Recognizing the longstanding need for a new approach to the regulation of finders who help smaller businesses raise early stage capital, the SEC has published a notice of a proposed exemptive order and request for comment to formalize the regulatory status of unregistered finders. The proposed finders exemption from broker-dealer registration would facilitate a role for unregistered finders in the capital-raising process and clarify the circumstances under which issuers can legally compensate finders who comply with specified conditions. The author’s thoughts on the proposed finders exemption follow a summary of the rule proposal. Read More ›
SEC Reduces Registration Filing Fee Beginning in October 2020
Public companies and first-time issuers will pay about 16% less to register their securities with the SEC starting next month. Read More ›
The SEC Amends Regulation S-K Disclosure Rules to Empower Companies to Determine What and How Much Disclosure is Appropriate for Shareholders and Investors
On August 26, 2020, the SEC adopted amendments to its business, legal proceedings and risk factors disclosure rules. All public companies, particularly smaller ones, can benefit from the SEC’s continuing commitment to a principles-based and company-specific approach to disclosure in registration statements, periodic reports and certain proxy statements filed with the SEC. Read More ›
SEC Provides Temporary Relief and Guidance Due to COVID-19 Pandemic
Publicly traded companies need to consider COVID-19’s effect on disclosure obligations
Read More ›The Evolving Nature of Identifying and Disclosing the Business Risks of Using Third-Party Social Media Marketing
In Casper Sleep’s initial public offering prospectus, the company states that the use of third-party paid marketing programs to promote its products presents the possibility of negatively affecting its reputation and subjecting it to fines and other penalties. Read More ›
The SEC Proposes to Amend the Accredited Investor Definition to Find a Place for Sophisticated, Informed Investors
The SEC proposes rules to add a new category for individuals to qualify as accredited investors based on professional certifications and designations or credentials that show “financial sophistication.” The SEC requests public input on exactly which industry exams, academic degrees and levels of job experience should be considered. Read More ›
Planning and Disclosing Indications of Interest for Participating in IPOs
This article was originally published by Bloomberg Law, October 2019. Read More ›
The SEC Proposes a Philosophical Shift to Principles-Based Disclosure in Response to Increasingly Irrelevant, Outdated and Immaterial Information in Public Filings
While the SEC favors a more flexible principles-based approach to disclosure of business descriptions and risk factors as determined by a company’s management, a lack of bright-line, quantitative rules to specify when disclosure is required may lead to second guessing by regulators, among others. Read More ›