Not long ago, the SEC hosted the Annual Small Business Forum.  The Forum provides an opportunity to consider a broad array of issues affecting private companies as well as smaller public companies seeking to raise capital and allows the public an opportunity to comment and suggest policy recommendations.  In the last few years, the SEC

February 14, 2024, PLI Webinar

3:00pm – 4:00pm ET

Register here.

In 2022, the SEC proposed significant amendments to the rules and forms addressing the treatment of special purpose acquisition companies (“SPACs”) in connection with their initial public offerings (“IPOs”) and subsequent de-SPAC transactions. The proposed amendments were quite controversial and had a chilling

On January 24, 2024, the US Securities and Exchange Commission (the “SEC”) adopted new rules and amendments to existing rules and forms (the “Final Rules”) addressing (i) the treatment under the securities laws of special purpose acquisition companies (“SPACs”) in connection with their IPOs and their subsequent business combination transactions (“de-SPAC transactions”) with target operating

As we previously posted, the Securities and Exchange Commission held an open meeting this morning to consider and vote on whether to adopt final rules regarding SPAC IPOs and business combinations (de-SPAC transactions).  During the open meeting, Chair Gensler citing Aristotle, noted yet again a desire to treat “like as like” and, in that

The Securities and Exchange Commission (the “SEC”) announced as part of its agenda for its January 24, 2024 open meeting that it will consider whether to adopt new rules and amendments to disclosures in initial public offerings (“IPOs”) by special purpose acquisition companies (“SPACs”) and in subsequent business combination transactions between SPACs and target companies

As we previously blogged, the Securities and Exchange Commission’s Office of the Advocate for Small Business Capital Formation (OASB) recently published its Annual Report (the “Report”), which includes data on public offerings undertaken between July 1, 2022 and June 30, 2023 provided by the SEC’s Division of Economic and Risk Analysis.  Companies raised approximately

We just published a new edition of Corporate Finance and the Securities Laws. This is the seventh edition.  A new edition provides an opportunity to go through the whole book and evaluate the organization of it, whether there is material that is outdated and needs refreshing (beyond that undertaken in connection with regular annual updates)

This practice note examines some of the common issues and comments that the U.S. Securities and Exchange Commission (SEC) staff may raise in its review of registration statements filed for initial public offerings (IPOs). The note provides guidance on how to prepare the prospectus and respond to SEC staff comments, with a focus on topics

This practice note discusses 10 practice points that can help you, as counsel to a special purpose acquisition company (SPAC) or its placement agent, execute a private investment in public equity (PIPE) transaction alongside a SPAC business combination transaction. A SPAC is a public shell company that uses proceeds from its initial public offering (IPO)

In early June, the US House of Representatives passed two sets of bills focused on promoting capital formation. The bipartisan effort included bills that amend the accredited investor definition in order to increase the diversity of investors participating in the private markets. In addition, as the IPO market continues to suffer, the packages include bills that would