Capital Formation

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On May 19, 2026, the U.S. Securities and Exchange Commission (the “SEC” or the “Commission”) proposed extensive amendments to the registered offering framework under the Securities Act of 1933, as amended (the “Securities Act”). The SEC’s rulemaking proposal on Registered Offering Reform (the “Proposal”) has the potential to be the most significant offering reform in…

Given the continued and growing interest in special purpose vehicles (“SPVs”) as a means of accessing private market investments, we are publishing a series of posts that examine different aspects of these structures.  This is our second post in the series exploring how a single-investment SPV can be structured to obtain the economic exposure investors…

Today, the Securities and Exchange Commission (“SEC”) proposed two sets of rule amendments aimed at overhauling how public companies access the capital markets and meet their ongoing reporting obligations.  The first rulemaking proposal, “Registered Offering Reform,” seeks to modernize the registered offering framework by, among other things, broadening eligibility for streamlined registration forms and extending…

Given the continued and growing interest in special purpose vehicles (“SPVs”) as a means of accessing private market investments, we are publishing a series of posts that examine different aspects of these structures.  This post is the first in that series and focuses on how a single-investment SPV is structured.

An SPV allows investors to…

The Securities and Exchange Commission’s next meeting of the Small Business Capital Formation Advisory (“SBCFA”) Committee convenes April 28, 2026, to explore ways to encourage more companies to go public.  The SBCFA Committee will hear from members on the state of the IPO market while considering the existing regulatory framework and how IPO activity and…

The Securities and Exchange Commission’s Division of Investment Management will host a “Private Markets Roundtable” on March 4, 2026, from 1:00 to 3:00 p.m. ET.  The roundtable will continue the dialogue regarding retail access to private markets.  As we have previously blogged, the President’s Executive Order regarding 401(k) assets requires SEC action.  In addition…

Securities and Exchange Commission Chair Paul Atkins testified before the House Financial Services Committee and the Senate Committee on Banking, Housing, and Urban Affairs last week, presenting a comprehensive overview and update of the SEC’s priorities and initiatives. Consistent with his various remarks since the start of his tenure, Atkins’ remarks centered on capital formation…

The Securities and Exchange Commission recently announced that its Small Business Capital Formation Advisory Committee will host a public meeting on February 24, 2026.  The meeting will focus on potential regulatory improvements relating to “finders” who help companies raise capital in private transactions from accredited investors.  The Committee first began to consider possible guidance relating…

IPOs and Small Public Companies

As we noted in our prior post, the Office of the Advocate for Small Business Capital Formation recently issued its Staff Report for fiscal year 2025, which provides information on the Office’s activities.  We discussed the Report’s findings with respect to reliance on exempt offerings as well as…