On August 2, 2022, FINRA proposed to amend FINRA Rule 6730(a)(1) to reduce the Trade Reporting and Compliance Engine (“TRACE”) reporting timeframe for transactions in “TRACE-Eligible Securities” currently subject to a 15-minute outer limit reporting timeframe to one minute. The one-minute outer limit reporting timeframe
Globally, the total volume of fintech deal activity, which includes financings by private companies, IPOs, and M&A activity, has declined for three consecutive quarters. Activity in the second quarter of 2022 was down 67% from the peak, which was recorded in the third quarter of 2021. Financings by private companies in the sector were at
This article discusses the amendments adopted by the US 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 communications safe harbors available to business development companies (“BDCs”) and closed-end funds (“CEFs”), including interval funds but excluding open-end funds, exchange-traded
Yesterday, the SEC’s spring regulatory flexibility agenda was published (see: Agency Rule List – Spring 2022). The agenda is very ambitious and includes a wide range of items. Based on the agenda, which is indicative as to timing, proposed rules relating to human capital are slated for October 2022, while proposed rules relating to
On June 9, 2022, the staff (“Staff”) of the US Securities and Exchange Commission (“SEC”) added Question 101.01 to its Compliance and Disclosure Interpretations (“C&DI”), addressing forward contracts on restricted securities. The new CD&I clarifies that forward contracts on restricted securities would not be considered “intended to be physically settled” under certain circumstances as discussed
On March 30, 2022, the US Securities and Exchange Commission (“Commission”) proposed new rules and amendments to existing rules and forms (the “Proposed Rules,” see summary) addressing the treatment of initial public offerings (“IPOs”) by special purpose acquisition companies (“SPACs”) and subsequent business combination transactions (“De-SPAC Transactions”) between SPACs and operating companies
In this practice note, we discuss market trends in capital markets and securities-related considerations during the COVID-19 pandemic. It describes how the US Securities and Exchange Commission (“SEC”) addressed the effects of the pandemic through exemptive orders and guidance and discusses key disclosure matters, including risk factors, management’s discussion and analysis of financial position and
We updated our popular series and published a new compendium. It includes brief discussions in plain English on popular financing methodologies, securities law issues, and practice pointers. With over 170 pages of content, the compendium is available online now to print. See also the tab on the left.
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As the US capital markets are among the most liquid in the world, many foreign companies opt to go public in the United States. However, becoming a public company in the United States can be expensive and time-consuming. Registering as a foreign private issuer (“FPI”) allows foreign companies to access the US capital markets while
April 2022 marked the ten-year anniversary of the JOBS Act. My former partner and friend, Dave Lynn, co-editor of TheCorporateCounsel.net and The Corporate Counsel, invited me to join him on his podcast, Deep Dive with Dave. We discussed the anniversary, and genesis of the JOBS Act, as well as some of the changes to the