Today, the US House of Representatives passed a bipartisan capital formation bill, H.R. 3383 or the Incentivizing New Ventures and Economic Strength Through Capital Formation (“INVEST”) Act of 2025, 302 to 123. Announced by the US House Committee on Financial Services (the “Financial Services Committee”) on December 2, 2025, the INVEST Act includes more than
Bringing Back Smaller IPOs?
Earlier this week, Securities and Exchange Commission Chair Atkins gave remarks that provided a perspective on measures intended to promote capital formation. Speaking at the New York Stock Exchange, of course, he noted the now all too familiar statistics regarding the decline in the number of public companies in the United States—from over 7,000 in
The State of the Private Markets in 2025
Nasdaq Private Market’s State of the Private Market: 2025 report shows private company valuations beginning to recover, liquidity programs surging, and private company performance stabilizing relative to public benchmarks following two years of turbulence.
In 2024, total proceeds raised through secondary tender offers surpassed venture-backed IPO volume. Over that same period, the number of private
VC-Backed IPOs in 2025
PitchBook’s recently published Q3 2025 Analyst Note shows how the market has shifted since the 2021 IPO boom. Through June 30, 2025, only 18 US companies completed IPOs, pacing the year for the lowest total in a decade. Within that small group, 10 unicorns went public, including seven tech companies. Median IPO valuations this year
Staying on Message: Practical Strategies to Navigate Pre-IPO and De-SPAC Communications
Webinar | September 10, 2025
1:00 a.m. – 2:00 p.m. EDT
Register here.
Join Solebury and Mayer Brown for a webinar on legal, regulatory, and strategic issues arising in connection with offering related communications, especially in connection with an IPO or a de-SPAC transaction. Panelists will offer practical guidance for remaining compliant with securities
No Exit: Other Reasons to Stay Private
In No Exit, a recent paper, authors Brian J. Broughman, Matthew T. Wansley, and Samuel N. Weistein, describe how increased antitrust restrictions caused a decline in M&A exits by startups. However, instead of this leading to an increase in IPOs, companies remained private and used alternatives to access capital and liquidity.
Source: Broughman, Wansley
Further Legislation Related to Capital Formation Passes the House of Representatives
On July 21, 2025, the House of Representatives (the “House”) passed five bills relating to capital formation, in particular affecting small entities and emerging growth companies (“EGCs”). As discussed in a previous post, these bills were reported to the House by the House Committee on Financial Services. Each bill was passed by unanimous voice
FINRA Proposes to Exempt BDCs from its IPO Purchase Restriction Rules
On March 20, 2025, the Financial Industry Regulatory Authority (FINRA) proposed amendments to its rules imposing restrictions on the purchase and sale of equity securities offered in initial public offerings (IPOs) (Rule 5130) and new issue allocations and distributions (Rule 5131) to exempt business development companies (BDCs) from the rules’ prohibitions.
Currently, non-traded (and private)
Up-C IPOs and Tax Receivable Agreements
Webinar | April 1, 2025
2:00 – 3:00 p.m. EDT
Register here.
Under the right circumstances, an Up-C structure implemented in connection with an initial public offering (IPO) has the potential to deliver significant economic and tax benefits to financial sponsors and other selling shareholders. Post-IPO, these structures also may allow companies more flexibility
SEC Expands Accommodations for Issuers Submitting Draft Registration Statements
- expand the availability of the SEC’s confidential review process for